


Spider-Man: Best Of Enemies

by Crystalias



Series: Marvel 1616 [11]
Category: Gargoyles (Cartoon), Marvel, Miraculous Ladybug, Spider-Man - All Media Types
Genre: Alternate Universe, Crime Fighting, Crossover, Evil Morgana (Merlin), Experimentation, F/F, F/M, High School, Life Model Decoys, Mentioned Gwen Stacy, Multiple Personalities, Mystery, Secret Identity Fail, Singing, Super Soldier Serum (Marvel), Teen Angst, Transformation
Language: English
Status: Completed
Published: 2020-10-22
Updated: 2020-11-17
Packaged: 2021-03-08 18:33:57
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence, No Archive Warnings Apply
Chapters: 20
Words: 39,189
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/27111259
Author URL: https://archiveofourown.org/users/Crystalias/pseuds/Crystalias
Summary: The next chapter in Peter Parker's life begins as he trains under Captain America, forms new relationships, fights new enemies, and faces off against a deadly new foe with a personal vendetta against our hero.
Relationships: Aeon Hill | Uncanny Valley & Jessica Keynes, Ava Ayala & Peter Parker, Ava Ayala/Peter Parker, Olympia Hill/Barbara Keynes, Peter Parker & Jessica Keynes, Peter Parker/Gwen Stacy, Randy Robertson/Mary Jane Watson, Sha Shan Nguyen/Flash Thompson, Steve Rogers/Natasha Romanov
Series: Marvel 1616 [11]
Series URL: https://archiveofourown.org/series/1804681
Kudos: 8





	1. Prologue - Things To Come

We fade to inside a secret lab inside Oscorp as Harry stares at everything he sees.

Harry: Shaw?

A bald teenager, who is wearing a trench coat over a black suit, appears behind Harry.

Shaw: Yes, Harry?

Harry: What is this?

Shaw: Your birthright, and your answer to dealing with your Parker friend.

Harry: Peter?

Shaw: Yes, the one who betrayed your trust by hiding his real identity from you. The one who led to the downfall of this company. The one who got our father lobotomized.

Harry: Dad... is gone.

Shaw: Remember.

Harry: Peter is Spider-Man.

Shaw: And is responsible for everything bad that happened to you and our family.

Harry drops to the floor. Shaw places a hand on Harry's shoulder.

Shaw: Do you remember what you swore to Parker? The day after it happened?

Harry: Swore?

Shaw: *sigh* Cellar Door.

Hearing those words triggers Harry's memories of what he said to Peter at Cpt. Stacy's funeral.

Harry: _I swear that Spider-Man will pay if my father doesn't survive._

Back in the present, Harry breathes heavily as he lies on the floor. Shaw kneels down.

Harry: What the hell was that?

Shaw: Something Father implanted in you if you got confused, had trouble remembering anything, or lost control of your actions. Don't worry, it doesn't hurt you. Just makes you easier to talk to. Now, do you want to make Spider-Man pay for his crimes against our family?

Harry: I... Yes.

Shaw: Will you be willing to do whatever it takes to bing him to justice?

Harry: Yes.

Shaw: And will you honour our family's legacy?

Harry: I will.

Shaw: Good. Any questions?

Harry stands up with a look of determination. He walks over and picks up a yellow version of The OZ Formula, dubbed OZ-2. He looks back at Shaw.

Harry: When do we start?

Shaw just smirks as we cut to black.

Shaw: We'll need a test subject first and a lot of preparation.


	2. Hero Training 101

**JUNE 2009**

**THREE MONTHS AFTER THE BIRTH OF VENOM**

We open with Peter narrating once again as we are treated to a montage of what happened since the last time we saw him.

Peter: _Hey guys, it's Peter Parker. You might know better as Spider-Man or Web Head or The Wall Crawling Menace of New York City. Okay, time to give an update! To make a long story short, I bonded to an alien symbiote, I betrayed my childhood friend and my best friend, I broke up with the love of my life, and everyone sees me the same way J. Jonah Jameson does all because of my actions when bonded to the symbiote. So yeah, it's been pretty crappy to be me. The upside is that I got to meet Steve Rogers, Captain America himself, and gave me an offer I could not refuse. I hear you asking "What offer?". Well, after what happened with Venom, Steve offered to train me and two of my friends to be more effective crime fighters. I, of course, accepted on the condition I get help finding Venom and freeing him from his current predicament. Now, almost three months later, I'm almost ready for whatever comes my way._

???: **DODGE!**

We cut to Peter dodging a lightning bolt as he is in the middle of a battle against Electro. Peter looks up and leaps out of the way of two charged bolts.

Spider-Man: God, that was close.

???: **Focus, soldier.**

Spider-Man: Hard to do when you're under pressure AND about to be zapped by the naked electricity guy!

Electro: My name is Electro, you asshat!

Dodging another bolt of electricity, Spidey rushes towards his foe and lands a kick. Unfortunately, Electro counters it and shock him with a gut punch. Flying across Times Square, Peter lands back first into a fire truck. Electro flies towards a nearby jumbotron and charges up. Full powered up in his blue form (with hints of yellow cracking through), Electro slams into the ground unleashing a massive shockwave. Several people are flung into the air and land in multiple spider webs. Peter rushes his foe, landing a punch to the leg followed up with a punch to the forehead and chest. Electro tries to zap his enemy again but Peter counters by deflecting each attempt by deflecting each aimed attack towards the sky.

Electro: WHY WON'T YOU JUST DIE?!?!

Spider-Man: Because I still have a promise to keep!

Electro unleashes another shockwave on the young hero. Spider-Man feels the full force of Electro's shockwave attack, getting flung across the battlefield again and landing next to a fire hydrant. Electro approaches, laughing at he charges a lightning bolt. Just as Electro prepares to strike, Peter hits the hydrant with just enough of his remaining strength to unleash a torrent of water that soaks Electro, frying the villain and rendering him unconscious. Peter sighs in relief and tries to steady himself. He hears clapping as the entire area turns into a silver room filled with projectors and Life Model Decoys, revealing the entire fight to be a simulation. The person clapping is Steve Rogers, better known as Captain America (or at least he was until the whole Super Human Registration Act debacle. Continuity! Boom!). Peter takes off his mask and salutes his superhero idol.

Steve: At ease, Spider-Man.

Peter: How'd I do, Sir?

Steve: Not bad but it wasn't all good.

Peter: What do you mean? I saved everyone in that simulation.

Steve: Jocasta, how was Spider-Man's performance in that scenario?

Just now, a hologram of a silver woman based on Tricia Helfer appears.

Jocasta: Based on the performance, Spider-Man performed at 65% of his full potential. Do not worry, Peter. It was better than 50%.

Peter: And that's supposed to make me feel better?

Steve: No, it's to help you get better as a person and a hero. I've seen you be a hero for almost a year now but you still handle things like a rookie.

Peter: Yeah, that's clearly the problem.

Steve: Stow the attitude, soldier.

Peter: Okay, Cap. Sorry, I just... I've never done this before. This training, it's something I haven't had to do before. It was just me on my own figuring it out as I went along.

Steve: Hey, I've been in your shoes when it came to my first year in the war. You know what kept me going?

Peter: Your mighty shield?

Steve: A strong heart, the will to never give up, and being a good man. The exact reasons I was chosen to be Captain America. And yeah, the shield might've helped a bit as well.

Peter: Hehe, well I definitely have a lot of work ahead of me if I hope to have those things.

Steve: You already possess the most important one and we both know what it is.

Peter: Can I go again, Captain? With the simulation, I mean?

Steve: Isn't it a school night?

Peter: Yeah, but I know Chemistry like the back of my hand.

Steve: Very well. Just don't stay up too late.

Peter: Aye aye, Captain!

Steve leaves as the holograms begin to reform into Times Square. An L.M.D. transforms into Electro and gets into a stance.

Peter: Hey, Jocasta, can you change Electro with one of my other enemies?

Jocasta: Affirmative. Which one would you prefer to train against instead?

Peter: Depends. Which of my villains does Cap know about?

Jocasta: Accessing database. List compiled. Captain Rogers is familiar with the following Individuals. The Goblin, Doctor Octopus, Vulture, Sandman, Kraven, Electro, Shocker, Trapster, Rhino, Tombstone, Scorpion, Humbug, Black Cat, Mysterio, Venom, Lizard, and Chameleon.

Peter: Kraven isn't really one of my villains, Jo. I'll have t5o tell you the story about that some day. Weird, Pterodax isn't on the list. And now I'm nostalgic for Pterodax. Great. Um, load up The Goblin.

Jocasta: Which phase of his transformation would you like?

Peter: He's got phases for his transformation?

Jocasta: According to the database, yes. You managed to beat him in his first and second phases when you fought each other.

Peter: How many more phases could there be to his transformations if he comes back? Hypothetically?

Jocasta: Unknown.

Peter: Okay, then Phase 2.

Jocasta: Loading simulation fighter now.

We pan up towards an overview looking in on the simulation room. Natasha looks down at his progress as Steve enters.

Steve: Nat, something on your mind?

Natasha: He's not ready, Steve. He's sloppy, and a bit of a hot head.

Steve: So am I if you remember. He's got room to grow out of that phase. That's what this training is for. What about the others we've recruited?

Natasha: White Tiger is slightly better. She's disiplined, well trained, and has what it takes to be a leader. Firestar is new to this so we'll go easy on her.

Steve: You compliment the girls, and yet you give Spider-Man a hard time.

Natasha: Says the guy that just had the boy fight an L.M.D. based on his enemy with the power over electricity.

Steve: Fair enough. Anything else I can help you with?

Natasha: Just one question. Why do you put your faith in this kid?

Steve: Because I think with the right advice and training, he could become one of the best heroes the world has to offer.

We fade to later that day as Peter swings home. He gets a call from his aunt.

Spider-Man: Hey, Aunt May.

Aunt May: **Peter, where are you?**

Spider-Man: I'm on my way home now. Just had to pick something up at the library.

Aunt May: **Okay, but you know that you're pushing your luck with the curfew.**

Spider-Man: Yeah, I know. I promise I'll do better. See you in a bit.

Aunt May: **Okay, Peter. I love you.**

Spider-Man: Love you too.

Peter's spider-sense goes off, causing him to lose focus and crash onto the roof of Liz's house.

Spider-Man: Ow. [looks at his surroundings] Huh, nothing out of the ordinary.

Spider-Man jumps and lands just beside the porch... to the surprise of Liz Allan.

Liz: Spider-Man?

Spider-Man: _This is awkward._ Um, hi. I was just swinging by, fellow citizen. Is everything okay?

Liz: Honestly, no. My uncle is visiting and let's just say nobody is happy about it.

Spider-Man: Anything I can help with?

Liz: No, it's nothing really. I'm sure it'll work out in the end. Besides, I wouldn't want to be a bother a superhero of all people.

Spider-Man: Wouldn't bother me. It's a part of my job to help people in need. Do you have anyone to talk to about this? Friends?

Liz: Yeah but they have problems of their own.

Spider-Man: What about your boyfriend, Flash Thompson?

Liz: Oh, we aren't dating anymore, or on good terms for that matter. It's a long story.

Spider-Man: _WHAT?!?!_ I'm sorry to hear that. Just try and talk to somebody willing to help and they'll put you in the right direction.

Liz: I'll keep that in mind. Thank you, Spider-Man.

Spider-Man: Anytime.

With that said, after Liz goes back into her house, Spider-Man swings off towards home... unaware he's being watched by a mysterious figure wearing an orange cloak. This is the part where we cut to black.


	3. Now Strikes The Hobgoblin!

We open in a dark room. We see multiple vials containing The OZ-2 Formula and a chamber enveloped in a gas form of the serum. A shadowy figure stands and yells out in pain as the formula takes affect. The figure grows a foot taller than a normal man, has golden skin, and his eyes glow yellow.

???: Yessss... It workssss! The new and improved OZ Formula workssss better than anticipated...

Shaw: [walking out of the shadows] Have to say, I wasn't expecting this form. Maybe a slight hint of green.

???: Shut up, Shaw. I'm not my father.

Shaw: But you are The Goblin. An improved one at that.

The newly birthed Goblin walks over and grabs an advanced version of the flame sword (based on a high-frequency blade from Metal Gear Solid). He forms a tiny fireball in his hand after putting on an armoured suit (based on the Phil Urich Hobgoblin design).

Hobgoblin: No, The Goblin is no more. In his stead stands... THE HOBGOBLIN!!!

We cut to Peter's home as Hobgoblin laughs maniacally. Peter is wearing the same suit he wore at The Fisk Foundation. He looks in the mirror and sighs as he remembers his dance with Gwen and their first kiss while Earth Angel briefly plays in the background. Aunt May enters.

Aunt May: Peter, are you-? Oh, you're ready. [notices her nephew's mood] Peter, is everything okay with you?

Peter: [composing himself] No, I'm fine. Just old memories, that's all.

Aunt May: Peter, you can always stay home if you want.

Peter: This night is important to Ava and I promised I'd be there for her.

Aunt May: "Ava", huh? Something you need to tell me?

Peter: We're just good friends, Aunt May. That's all.

Aunt May: Alright, I'll take your word for it. [smirks slightly] Y'know, Ben used to say that about me until your dad egged him on to ask me out.

Peter: May, please.

Aunt May: Just sayin', first date was great and things got wild after the second.

Peter: MAY!

May chuckles to herself as we fade to Ava's room. She has just finished putting on a black dress that goes down to her knees. She takes a deep breath before she begins tying her hair back into a ponytail with a bang hanging down the left side of her face. Her mom, Angela Del Toro enters wearing a crimson strapless dress.

Angela: Ava, you ready?

Ava: Almost... [puts on her Tiger Amulet] Done.

Angela: You're sure?

Ava: Yes. Maybe? Actually, I should wear a bracelet.

Angela: Hmm... You're putting your hair into a ponytail, using that perfume I got you for Christmas, and you're wearing a dress I wore at my formal that shows off your back, chest and legs. [folds her arms] What's his name?

Ava: WHAT?! No, Mom, I just want to make a good impression with your friends at work!

Angela: [raising an eyebrow] By wearing that dress? I don't think so, Little Cub. Name. Now.

Ava: *sighs* Peter Parker.

Angela: The boy you and Elisa talked about months ago? I thought he was trouble, going by your conversation.

Ava: Yeah, he got better and we worked on some projects for School.

Angela: [raising an eyebrow] Is he cute?

Ava: MOM! It's not like that. Besides, he likes someone else.

Angela: I'm kidding, Ava. Whoever you want to date is up to you. Just make sure you introduce me to him at the party.

Ava: Yes, Ma'am. Speaking of which, who are you trying to impress with that dress that isn't standard police attire?

Angela responds with a glare. If looks could kill, Ava would be dead five times.

Ava: [smirks] Just askin'.

We cut to inside the ballroom of City Hall. Many have gathered at a special event. Peter walks around to see if he can get a good place to take photos. He bumps into Randy.

Peter: Sorry, Randy.

Randy: It's cool, Peter.

Peter: To be honest, I wasn't expecting to see you here.

Randy: Yeah, but mostly to please Dad. One of the downsides of being friends with The Mayor. You here on assignment?

Peter: Yeah, your dad emailed me asking if I could go and get photos to cover Ned's next article. Plus, Ava already invited me to support her and her mom.

Randy: I hear her mom can be a bit rough so good luck.

Peter: Thanks. Something tells me I'll need it.

Randy walks off, leaving our hero by himself. Getting out his camera, Peter takes a couple of pictures of several officers, Matt Bluestone, and Mayor Barbara Keynes. Peter heads towards the mayor but then he hears a familiar voice.

Ava: Peter! You made it.

Peter: Hey, A-vaaaaaaa... 

As soon as he spots her, Peter's jaw drops and his heart skips a beat.

Ava: What?

Peter: Wow, you look... amazing.

Ava: So do you. Thanks for coming here tonight.

Peter: Hey, I figured I owed you a few favours.

Ava: Seven, actually.

Peter: Really, you sure?

Ava: Pretty sure. Then again, it could be nine.

Peter: Okay, I think you might be pushing it.

Ava: Maybe a little bit.

Then, it's time to meet the parent.

Angela: Ava, there you are. [sees Peter] And who's this young man?

Ava: [embarrassed] Um, Mom, this is Peter Parker. Peter, this is my mom, Angela del Toro.

Angela: Peter, it's nice to finally meet you. Ava has told me a lot about you.

Peter: And she told me a lot of great things about you, Ms. del Toro.

Angela: I just want you to know that if so much as hurt my daughter in any way, I will not rest until the law is brought down on your ass.

Peter: ... Fair enough. What's it like working for The NYPD?

Angela: It has it's good days and bad days. I don't really complain as long as I get the job done. What about you? I take it the camera isn't for show.

Peter: Oh, I just take pictures for The Pulse as a hobby and to help my aunt pay the bills.

Ava: Peter also works for Xanatos part time.

Angela: Is that right?

Peter: Yes, I was one of the students at my school selected to be part of a special internship programme. And my ex-girlfriend, Gwen, was the other...

As if on cue, before Ava could change the subject, Mayor Keynes takes to the stand and clears her throat.

Ava: _Thank God._

Mayor Keynes: If I could have everyone's attention. It's a pleasure to see everyone here for this occasion, especially the press. Make sure you get my good side, guys.

Cue a brief bit of laughter.

Mayor Keynes: I have two announcements to make tonight. First, I'd just like to express my gratitude to those of The New York Police Department that risk their lives keeping our city safe from the criminals that seek to cause problems for us all. And, although he isn't really here, some thanks also goes to Spider-Man for saving us from the likes of Norman Osborne and Otto Octavius and being the symbol of hope during hard times since the events of The Avengers Civil War and The Skrull Invasion.

Ava nudges Peter after hearing that. Then, Peter notices a familiar face beside Mayor Keynes, a girl of Native American heritage about his age.

Peter: Jess?

Ava: You know the mayor's daughter?

Peter: A long time ago, yeah. Remind me to tell you later.

Ava: [nods] Okay.

Mayor: And secondly, we have a very special announcement of this special event. Maria Chavez has decided to step down as Police Commissioner and has asked that Elisa Maza be her successor.

Elisa takes to the stand as everyone claps. 

Elisa: Thank you. I know everyone expects a lot of things from me as commissioner and I will be sure to do my best to live up to those expectations as well as making Maria proud. Just don't expect late night parties at the station once a week. As for who is replacing me as Captain, it came down to two chocies. One of them has been a friend since 1995, a good one I might add, and the other is one of New York's finest officers and a mom to an amazing girl. This wasn't an easy choice to make as I like both of them equally but I choose Angela del Toro as my successor.

Cue a massive round of applause as Angela gets up and walks towards the stand. However, this is when Peter's spider-sense goes off at full blast. A familiar fireball crashes through the skylight and heads towards Angela. Peter rushes over and pushes Angela out of the way before the ball hits the ground and explodes. The shockwave of the blast pushes everyone back as the origin of the ball swoops down and lands at the impact point. It's none other than Hobgoblin. He looks towards the mayor, grinning like a madman. He aims his sword at her as officers surround him.

Jefferson Davis: Freeze! Get down on the ground! Now!

Hobgoblin: Good evening, Madam Mayor.

Mayor Keynes: What do you want?

Hobgoblin: Straight to the point? Good. Allow me to make an announcement. That's all I want tonight.

Mayor Keynes: Very well. Officers, stand down.

Hobgoblin: Good doggies. Ladies and gentlemen of New York, I am The Hobgoblin and I want to make an offer to all of you tonight. The Daily Bugle has gone on and on about the menace known as Spider-Man. I know some consider him a hero and they are entitled to their own opinion but they are wrong. If it weren't for Spider-Man, these people you call villains like Goblin wouldn't be here in the first place, the police wouldn't have to wory for their loved ones being a casualty in a skirmish, and those that died believing in Spider-Man would still be alive today. That's why I make an offer tonight. Spider-Man umasks himself to the public and answers for his past mistakes before more people get hurt. Speaking of which...

Hobgoblin pushes through the surrounding officers and grabs Peter by the neck.

Ava: PETER!

Elisa: HOLD YOUR FIRE!!!

Hobgoblin flies up back through the skylight and lands just at the edge of the roof. Peter looks into the villain's eyes, wondering what the next move will be.

Hobgoblin: As easy as it would be to kill you right now, I think I'll wait until you unmask yourself to everyone.

With that said, Hobgoblin pushes Peter off the ledge and our hero plummets towards the ground. Peter lands on a closed over dumpster and then on to the ground.

Hobgoblin: Until next we meet, Spider-Man!

Peter groans in pain as Hobgoblin flies of into the night sky. As soon as he recovers, he is approached bymost of the NYPD.

Angela: You okay?

Peter: I'll live, ma'am.

Angela: Jeff, get the civillians back as I tend to him.

Jefferson: Yes, sir! Okay, people, get back.

Angela helps Peter get into her car, along with Ava. We fade to later as Peter sits on a rooftop, in costume, thinking about his newest enemy just as Ava arrives.

Spider-Man: _He knows who I am._

White Tiger: Peter, what the hell was that?

Spider-Man: Another person using the stuff that made me and Norman who we are. We need to get into Oscorp.

White Tiger: But Roxxon bought it last month, and they have a strict policy concerning trespassers. Superhuman or not.

Spider-Man: I don't care, Ava. We have another lunatic on the rampage using The OZ Formula and I can't have another death on my conscious because of that!

White Tiger: Peter, we'll figure something out, and charging into a corporation is not the answer. Maybe Cap could help?

Spider-Man: *sigh* Maybe. [realising something] Or I could find out something at the meeting between Xanatos and Roxxon's C.E.O. tomorrow!

White Tiger: That could work. Are you even in the meeting?

Spider-Man: No, but I'm still an employee and, knowing David, he likes to provide a tour of his labs. I'll know more about Roxxon tomorrow.

Ava, knowing what Peter is feeling right now, places her right hand on his left shoulder.

White Tiger: Hey, we'll get this guy.

Spider-Man: I know. See you at school?

White Tiger: Yup. Good night, Peter.

Ava turns to walk away... but turns back to give Peter a hug.

White Tiger: Thanks for saving my mom.

Spider-Man: [hugging back] You're welcome.

As they hug we pan up to the sky and focus on the moon. We then cut to Hobgoblin crash landing into a warehouse via the skylight. He pants heavily as the effects of The OZ-2 Formula begin to wear off. Before he can do anything else, he hears a familiar voice.

Shaw: Well done, Harry. And now, to make your life easier. Cellar Door.

The cloaked Hobgoblin collapses and everything goes black.


	4. Business As Usual

We open with a Daily Bugle news report about the events of the previous chapter.

J. Jonah Jameson: Good morning, New York. Last night was a terrifying event as a new villain calling himself Hobgoblin tried to kill an innocent boy at The NYPD Gala at City Hall after publicly giving Spider-Man an ultimatum of a lifetime. Luckily, the boy in question was not hurt too badly according to sources. But tonight proves that I was right about one important detail regarding Spider-Man. He's a menace to everyone in the city and needs to either clean up his act or unmask himself to the public. Hopefully, he chooses the former because you'd be dumb enough to trust a raving lunatic that named himself after a mythical creature.

We cut to Peter finishing up his breakfast and lifting his schoolbag. He walks out the door... and is greeted by Aunt May on the porch.

Aunt May: Going somewhere?

Peter: Um, to school? Y'know, to learn?

Aunt May: Don't play smart ass with me, Peter Parker. You were nearly killed last night.

Peter: I'm fine, Aunt May. Honestly. If things go south, I'll just ask to take the day off. Okay?

Aunt May: *sigh* Okay, but you come straight home. No detours.

Peter: Yes, ma'am.

With that settled, Peter heads off to Midtown. Aunt May wipes away a few tears before heading inside. At Midtown High, there is a film crew already at the entrance.

Principal Davies: Okay, let him pass!

Peter: Thank you, sir.

Principal Davies: You're welcome, Peter. You doing okay?

Peter: Yeah, I'm fine. Just another day in the office.

Ava: Pete, you good?

Peter: Can't believe the press are here.

Ava: Yeah, it's bad. How they found out who you are, I don't know.

Peter: Well, at least they don't know who I REALLY am.

Ava: *AHEM* Secret identity, remember?

Peter: I know. Please stop reminding me. I just hope class smoothl-.

Peter stops once he enters Mr. Warren's class as he spots the mayor's daughter sitting in the back of the classroom where he usually sits. Jess spots Peter and her brows lower into a glare. Peter walks over as she stands up to greet him. Jess stares at him with her hands on her hips, and Peter crosses his arms while staring back.

Peter: Jessica Keynes.

Jessica: Peter Parker.

Tension fills the room, most of the class stares in slight terror, and Ava is confused as hell. Flash walks into the room, notices what's going on, and walks back out.

Peter Parker: Have to say, you look good.

Jessica: Thanks. Still a science wiz?

Peter: Yup. Still playing the guitar?

Jess nods towards the door and Peter notices a guitar by the door.

Peter: Cool. So...

Jessica: So...

Ava slowly makes her way towards the stand-off. To her surprise, Jessica gives Peter a long hug which Peter embraces. Jess can be heard laughing.

Jessica: How are you, Pete? It's great to see you again.

Peter: I know, it's been a long time. How's your mom?

Jessica: She's just same old Barb Keynes. You still with your aunt and uncle?

Peter: Just my aunt now. My uncle was killed last year.

Jessica: Oh. I'm sorry, it's hard to lose a father figure. Believe me...

Peter: Why are you here?

Jessica: To learn, duh. Thought you were supposed to be smart.

And then Mr. Warren enters followed by a tense Flash Thompson.

Mr. Warren: Alright, Class, settle down. Ah, Peter, I take it you remember Jess.

Peter: Yes, sir. You want me to catch her up on the lesson?

Mr. Warren: If you don't mind. Right, everyone else, open your text books to page 238 and we'll begin our look into Psychology. Now, who can tell me what Psychology is?

Ava: Psychology is the science of the mind and behaviour, which heps give us an understanding how people and/or animals feel and think.

Mr. Warren: Correct, Miss Ayala. Now, Psychology was first introduced in ancient times in Egypt, Persia, Greece...

Mr. Warren's voice fades into the background as Ava looks to the back as Peter is comparing notes with Jess. We cut to later during lunch. Jess is playing a tune on her guitar while sitting with Peter.

Peter: You've gotten pretty good at that.

Jessica: "Pretty good"? I'd say I've gotten better.

Peter: And you're sure you aren't confusing yourself with someone else?

They share a laugh. Jess looks down towards the ground smiling.

Jessica: God, it's been a long time. I missed you guys.

Peter: The feeling is mutual, Jess.

Jessica: Does Deb, Harry and Gwen still go here?

Peter: Deb does but Harry and Gwen left for different reasons. I think Deb is sick again, Harry has left to God knows where, and Gwen moved to Paris after our break up.

Jessica: You two were dating? See, THIS is why I asked you guys to email regulary after I left.

Peter: Sorry, I've been through a lot.

Jessica: *sigh* You're forgiven. So why did you and Gwen break up?

Peter: It's a long story. To make it short, it was all my fault.

Jessica: I see... You got any new friends to watch out for you?

Peter: Well, Flash hasn't really bothered with me for a while, Angel is Angel, and Ava is the only person you might get along with besides me.

Jessica: Ava? Is she as smart as you?

Ava: Smarter by 5%, if you must know.

Jessica jumps after Ava sits next to her.

Ava: Ava Ayala.

Jessica: Jessica Keynes. Friends call me Jess.

Ava: How do you know Peter?

Jessica: Oh, me and Pete have known each other since First Grade. Then, a crap ton of bad stuff happened at home and I went to a boarding school until I convinced my mom to let me come back here.

Ava: For the last to weeks of the year? Why don't I believe you?

Jessica: You calling me a liar?

Ava: I ain't calling you a truther.

Peter: Ava, stop. She's my friend.

Ava: And you don't find it's a strange coincidence that she comes back to Midtown JUST as the school year is ending?

Peter: What I find strange is that hostile attitude of yours.

Ava: What, you not used to it by now?

Jessica: Um, guys? Standing right here?

Ava: No one asked you.

Peter: And no one asked you to be my babysitter!

Ava: Actually, your aunt did! She rang the school before you arrived and Principal Davies asked me to watch out for you!

Peter: And you're telling me now!

Ava: Yes, I don't want to see you get hurt!

Peter: Well, you don't have to! I'm going to work!

With that said, Peter walks towards the door. Ava growls in frustration and looks to see everyone in the school watching the whole thing. After three seconds, everyone goes back to their lunch. Jess gets up and heads to her next class.

Jessica: It was nice to meet you, Ava.

Ava sits on the bench and places her hands on her face and sighs. Flash walks over.

Flash: Mind if I join you?

Ava: I don't see why not.

Flash: *sigh* Ava, I know that you're looking out for Parker but that wasn't doing it the right way.

Ava: Oh, and I suppose the right way is to trust him?

Flash: Actually, the right way would be to hear out both sides of the conflict before making a decision. But yeah, trust is probably the most important part.

Ava: I just... I don't know how to describe it.

Flash: You love him, don't you?

Ava: *sigh* Yes.

Flash: Then trust him when he says it's okay. I know you aren't a fan of me or anyone else here but we all look out for each other in the end even me, as much as I hate to admit it. Just don't forget he has it rough and don't make the same mistakes I did with Liz.

Ava: Wait, what?! You two broke up?! When?! Why?! How?!

Flash: *sigh* It's a long story.

Ava: I've got time to listen, if you want.

Flash: ... Okay, y'see it all started when...

As Flash tells Ava what happened between him and Liz, we fade to Peter's lab at XanaTronics. He is focusing on his latest project for a joint venture with Stark Industries and a new type of webbing formula he's working on. Just then, a fat kid about his age rushes in and nearly bumps into Peter. This is Grady Scraps, an intern from Horizon Labs.

Grady: Peter, Mr. Xanatos is asking you to come to a meeting he's having with the head of Roxxon. I don't know why but you'd better hurry.

Peter: Thanks, Grady. Keep an eye on my formula, will ya?

Grady: Sure. Um, do I need to do anything else?

Peter: No, but thanks anyway.

Peter runs down the hallway and nearly sends a Latina girl into a wall.

Peter: Sorry, Anya!

Anya: Watch where you're going, Peter!

Peter resumes his run and makes just in time to the meeting between Xanatos and a early twenties boy named Dario Agger

Xanatos: Ah, Peter, glad you could make it.

Peter: Sorry, Mr. Xanatos, I was in the middle of my project.

Xanatos: Please, take a seat. Now, everyone, we can begin. I'm sure you're all familiar with The Roxxon Corporation. Well, their newest head would like to see what we do here at XanaTronics and hopefully we came come to a deal.

Peter: [whispering to another attendee] What deal?

Attendee: [whispering back] Something about a collab between us or something like that.

Dario: Thank you, David. Now, Mr. Xanatos tells me great things about his staff and I simply ask that you prove to me that you are the best minds in this company. Who'd like to go first?

Nobody offers after hearing that. Then again, this is the dude who, in the comics, can transform into a minotaur. Peter then raises his hand, to Dario's satisfaction.

Peter: Well, the project I'm working on is something that might benefit the entire world. It's basically a what if idea that came to my mind the other day. What if there was a way for everyone in the world to talk to one another without the need of a translator? We hear lots of people speak in their respective language all the time but never fully understanding what they truly say. Using a wavelength study, it is possible to alter our hearing to understand just what we don't normally hear. Or, to put it simply, we'd be able to have a normal conversation with a person without using our phone or a personal aide to speak on our behalf. You'd hear English from the person you're talking to and the other person from, let's say, France would hear French coming from you. I don't have a fancy name for it but, for now, I just call it ECHO.

Dario: Interesting idea, Mr.?

Peter: Parker, sir. Peter Parker.

Dario: Well, I hope it gets funded because my Russian is shit.

Everyone laughs at that. After thirty more minutes of hearing other projects from Nanofibre to Extremis, Dario just claps his hands.

Dario: Well, colour me impressed. I have heard enough to say that Roxxon would be willing to begin a partnership with XanaTronics sometime in the near future.

Xanatos: Thank you, Dario. I would like to thank everyone that came in today. Any questions?

Everyone in the room raises their hands.

Dario: Um, any questions NOT about the rumours that my company works for criminal organizations like A.I.M. or HYDRA?

Everyone bar Peter lowers their hands.

Dario: Yes, Mr. Parker?

Peter: Yeah, I was just wondering about your buying of Oscorp a few months ago. Do you know anything about someone using The OZ Formula, giving the events of last night's NYPD Gala?

Dario: I thought your face looked familiar. You were friends with Harry Osborne and the person that Hobgoblin tried to kill. Well, I can confirm that when I bought Oscorp I destroyed everything to do with Norman Osborne's Project OZ to ensure something like that never happens again. Whoever this Hobgoblin is is just some guy in a mask trying to proof himself the next big supervillain. Nothing more, nothing less. Does that satisfy you, Mr. Parker?

David and Dario watch closely for Peter's reaction.

Peter: Yeah, thank you.

Xanatos: Then I guess that's that.

Dario: I think you're right.

Xanatos: Meeting ajourned, everyone. Return to your labs.

With that said, everyone leaves. Dario approaches his bodyguard once he exits the room.

Dario: Bench, I think we should keep an eye on that Parker boy. He could prove useful to us in the future.

Morrie Bench: Yes, sir.

We fade to later in Xanatos' office. Peter looks over the city as David enters.

Xanatos: Another rough night?

Peter: Something like that, David.

Xanatos: You were lucky to be alive. You-?

Peter: If you ask me if I'm okay, I will yell towards the sky so that God can hear me.

David stares in shock.

Peter: I'm sorry, I'm just... It' been a long 24 hours. Ava and I had a fight over an old friend coming back to school, and I don't think we're gonna be on good terms anymore. On top of that, this Hobgoblin guy tries to kill me and knows that I'm Spider-Man. I honestly don't know if I can win this time.

Xanatos: You will, Peter. You always do. What does Cap think?

Peter: I haven't been to train yet but I'll let him know when I get there.

Xanatos: Good. Anything else I can help you with?

Peter: Yeah, could I have access to the synthetics lab for a couple of minutes?

Xanatos: I'm almost afraid to ask why.

Peter: I need a new suit, and Amazon is upping the price on red and navy spandex.

Xanatos: What about eBay?

Peter: I don't use eBay. My aunt and uncle bought something once and refused to use it again.

Xanatos: Just kidding, Peter. You're free to use whatever you need when you work here.

Peter: Thanks. Oh my God, Grady is left in charge of my new web fluid formula!

Peter runs out of the office... and can be heard crashing into Anya.

Anya: PARKER!

Peter: SORRY!

David just chuckles to himself. We cut to later in the synthetics lab. Peter is fifty percent done with his new suit.

Peter: I think I'll go back to using the small eye design again. As much as the big eyes were helpful, they make me look like an alien from time to time.

We cut to the top of Xanatos Tower. David is showing Cap the security feed of the synthetics lab.

Steve: Ava already told me about what happened but look at him. He seems to be alright, David.

Xanatos: Trust me, he's not. That encounter with this Hobgoblin has him shaken, even though he won't admit it to you. His dad used to act like that from time to time when he was still with us.

Steve: Okay, I'll give him a day off training and give him time to clear his head.

Xanatos: He needs more than a day. A month, maybe. Besides, you know he won't listen to you if you ordered him to get some rest.

Steve: He'll listen to his friends, especially an old friend who just so happened to be back in school.

Xanatos: Ah yes, Miss Keynes. How'd you convince her mother?

Steve: I didn't. Her daughter did. And her mother agreed as long as I keep an eye on her.

Xanatos: You'd better because Barb has one helluva temper.

Steve: I'll take your word for it. [looks at the feed again] Looks like he's finished.

The two men watch as Peter is now wearing his latest version of his spider-suit (basically the original design of The MCU Suit before the finalized version seen in Civil War). This moment is when we cut to black.


	5. Teamwork

We open with Peter swinging across the city and arriving at an old warehouse in Brooklyn. He enters... and is greeted by a new hero wearing a brown and white bird themed suit. This is Sparrow.

Sparrow: You're late.

Spider-Man: What are you, my parole officer?

Sparrow: No, but Cap told me to keep an eye out for you. My job's done, thanks. 

With that said, Sparrow heads on towards the training arena. Peter shrugs and follows afterwards. Inside the arena, a massive maze has been put. Peter sees that Ava, Angel, and Sparrow are already waiting.

Spider-Man: Hey, Firestar.

Firestar: Spider-Man, you ready for a good thrashing tonight?

Spider-Man: Ha, I'll make sure you eat those words.

Firestar: Oh-ho-ho, now it's on.

Spider-Man: White Tiger.

White Tiger: Spidey.

Spider-Man: Look, Tiger, I'm sorry about...

White Tiger: Don't worry. I overreacted and should have told you about-.

Spider-Man: I get what you were trying to do but I can handle myself.

White Tiger smiles underneath her mask. A door opens and in walks their teacher for tonight's session. Natasha Romanov a.k.a. Black Widow.

Black Widow: Stand to attention, Rookies.

The young heroes do just that.

Black Widow: Now, today's lesson is gonna be about teamwork. One team will engage the other in a game of Capture The Flag. First one to get the flag and defeat their opposing team wins. The flag is in the centre of the maze before you. To make things challenging, the maze is also filled with traps.

Just then, a three eyed robotic girl hovers into the arena. This is Uncanny Valley.

Uncanny Valley: Forgive me, Ms. Romanov. I needed to recharge before today's drill.

Black Widow: I understand, Uncanny. Is Sam with you?

As if on cue, we are treated to the arrival of Sam Alexander. Better known as...

Nova: Someone call my name?

Black Widow: Nova, you're late. Again.

Nova: Hey, I'm training under two different teams. It's really hard to be on time for both when one is in the farthest reaches of space.

Black Widow: Save the excuses, Sam. Get in line. Right you'll be paired into two teams of three. Team 1 is Spider-Man, Uncanny Valley, and Sparrow. Team 2 is White Tiger, Firestar and Nova. Good luck.

Black Widow glares at Spider-Man for a bit before leaving.

Spider-Man: Don't think our teacher likes me.

Sparrow: Can't imagine why.

Uncanny Valley: Maybe this is your chance to prove her wrong.

Spider-Man: I'm sorry, who are you?

Uncanny Valley: Forgive my ignorance, please. I am Uncanny Valley, daughter of Majestia.

Spider-Man: Majestia, the war hero? What about you, Boy Wonder?

Sparrow: Sparrow, Knightowl's sidekick. Let's win this thing already.

His teammates head to the entrance, and White Tiger approaches.

White Tiger: Peter, good luck.

Spider-Man: You too, Ava.

Nova: Hey, Catgirl, no conferring with the enemy!

Though he can't see it, Ava is rolling her eyes at Nova. With everyone ready, Team 1 enters the maze... and the entrance closes behind them.

Sparrow: No turning back, I guess. UV, can you scan the path ahead?

Uncanny Valley: Of course, Sparrow. Scan complete. I have mapped out the safest route to the flag.

Spider-Man: I'll scout on ahead in case it's not as safe.

Sparrow: If UV says it's safe, then we're good.

Spider-Man: Something tells me you've never watched Harry Potter.

Sparrow: Of course I have. Just not the fourth one.

Spider-Man: Then stay behind me and let me scout ahead.

With that said, Peter heads on down the path after Uncanny Valley explains where to go. We cut to Team 2. Ava is scouting ahead, with her teamates closely behind her. At a corner, she comes to a halt.

Firestar: What is it?

White Tiger: [pointing to the partially destroyed wall] Turrets. Buckethead, think you can blast them if I get their attention?

Nova: Ha, can I.

White Tiger then runs into the line of fire as the turrets focus on her movements. Sam then zooms in and blasts all four turrets. Ava clutches her left leg as blood trickles out.

Firestar: Tiger!

White Tiger: I'm good. Just give me a second.

Nova: We don't have a second. The more time we waste here, the closer Web-Head and his team get to the flag.

Firestar: Teams don't leave members behind.

White Tiger: Angel, can you close my wound up?

Firestar: Okay, now I know you're joking.

White Tiger: Nova's right. We can't waste time and we'll need to pick up the pase a bit. We can't do that with an injured teammate. Use your powers to close up my wound now.

Firestar: [as her hands light up] This will hurt a lot.

White Tiger: I've had worse.

Firestar then pokes both ends of the bullet wound, burning it close. Ava lets out a loud scream as we cut to Team 1.

Spider-Man: Ava?

Sparrow: Okay, that's a bad sign.

Uncanny Valley: Affirmative, White Tiger is cauterizing her leg wound with Firestar's help.

Spider-Man: We need to get to them. [leaps towards the ceiling]

Sparrow: NO, WAIT!

Too late, because Spidey is met with an electric field that covers the entire top of the maze. He hits the ground hard.

Spider-Man: Ow.

Sparrow: You can't go that way because they electrify the top.

Spider-Man: You knew?!

Uncanny Valley: Correct, we have run this test in the past although never with a third team member.

Sparrow: Can you walk?

Spider-Man: I-. Ow! I hurt all over.

Sparrow: Well, this stinks. I'll scout ahead. UV, stay with Bug Boy.

Uncanny Valley: I will catch up once Spider-Man is up on his feet.

Sparrow runs on and turns right. Uncanny Valley kneels beside Peter and a needle extends from her left knuckle.

Spider-Man: What's that?

Uncanny Valley: An advanced sedative that will get you back into good shape.

Spider-Man: And does it work?

Uncanny Valley: I'm not entirely certain. This will be the first time I've used it on a human.

Spider-Man: I trust you, UV. Do it.

Uncanny then inject the serum into Peter's neck. Peter groans as the sedative starts to take effect.

Spider-Man: Thank you.

Uncanny Valley: [smiling] You are welcome, Peter Parker.

Spider-Man: You know who I am?

Uncanny Valley: My apologies, I may have accidentally scanned your DNA before injecting the sedative.

Spider-Man: No apology necessary, UV. Just don't tell anyone else.

Uncanny Valley: But wouldn't it be easier if we all knew our real names in order to work more efficent as a team?

Spider-Man: Yeah, but I would like to know the others like Sparrow and Buckethead a bit more beforehand. Do you understand?

Uncanny Valley: Very well. You have my word.

They shake hands as we fade to Sparrow looking to see where the flag is. And, lo and behold, it is in the centre of the maze with several lazers guarding it. Then, just around the corner, Nova blasts through a barrier on the other end of the room. His teammates follow through with their guard up.

Nova: Told ya that would work.

White Tiger: And I "told ya" that noise would alert the others that we're close to the flag.

Firestar: He never listened to you when we started this exercise from hell. Why would he start now?

Nova: Please, we're here and they're God knows where in the maze.

Just then, Sparrow's boomerang weapon whacks Nova across the back of his helmet.

Sparrow: Actually, I've been here the entire time. What took you slow coaches so long?

Nova then fires a beam at Sparrow, which is deflected by a beam fired from Uncanny Valley's forehead eye. UV lands beside her friend followed by Spider-Man.

Sparrow: You good?

Spider-Man: Yeah, I'm good to go.

Nova: Stop them before they get the flag!

And the two teams engage. Peter takes on Ava, Nova goes for Uncanny Valley, and Firestar attacks Sparrow. Firestar unleashes a fire barrage on Sparrow, who dodges by leaping over the barrage and firing a grappling hook into the nearby wall. The hero zooms towards Firestar and lands a curbstomp, which Angel quickly recovers from and pushes Sparrow back with a wall of flame. Meanwhile, Ava struggles in her fight with Peter due to her leg.

Spider-Man: Ava, we should get you help.

White Tiger: I'm fine, P.

Spider-Man: [remembering that nickname] What did you s-?

Before he finishes his question, Ava blindsides him with a scissor kick which he didn't detect with his spider-sense. They resume their fight, with Peter getting backed into a corner as we focus towards Nova blasting Uncanny Valley with a huge beam, which phases the young heroine.

Uncanny Valley: I believe that, how you say, tickled.

Nova: Oh, getting a bit snarky? Sparrow's rubbing off on you.

Uncanny Valley: I believe that would be painful for her to do as I am made of metal.

Sparrow: It's a figure of speech, UV!

Giving away her position, Sparrow gets blasted by both Nova and Firestar into a wall. Uncanny is about to tend to her friend but is forced back by Firestar's flames.

Firestar: Fire and metal don't mix, remember?

Uncanny Valley: Indeed. Neither does fire and air.

Uncanny Valley then hovers and flies towards her friend. Nova tackles her into a wall and lands a punch, rendering UV inoperable. He is so lucky her mom isn't there right now. Back with Peter, he lost Ava in Team 1's section of the maze. He tries to locate her with his spider-sense and finds nothing. Then Ava blindsides him, Firestar creates a wall of fire around him, and Nova engages in a fist fight.

Nova: You're going up against a well trained hero, Webs.

Spider-Man: Really? When does he or she get here?

Nova is triggered by that and powers up his hands, landing more devastating blows to Peter. Well, the ones he lands anyway. Peter lands a punch to the helmet which flies and gets stuck to a wall, rendering Nova powerless but not out. Sam tackles the hero and pins him to the ground, punching Peter multiple times to the ribs. He then lifts Peter over his shoulders and rams him into the ground. Peter struggles to get back on his feet.

Spider-Man: Ow. Okay, Buckethead, you're trained well by whoever taught you to fight.

Nova: It was Cap and Richard Ryder, if you're wondering. End of the line, Bug.

Spider-Man: Huh, and yet you fail to notice the one thing I managed to accomplish.

Nova: Really? What'd you hope to accomplish?

Spider-Man: A pretty sweet distraction.

Cue Sparrow knocking Sam out with the flag.

Sparrow: Thanks for distracting them for me.

Spider-Man: No problem. UV?

Uncanny Valley: I am undamaged, Peter. I mean, Spider-Man. Sorry, I forgot about our promise.

Sparrow: Your name is Peter? Okay, you might have gain a little of my respect.

Cue the maze disappearing and Jocasta's hologram form appearing.

Jocasta: Exercise complete. Team 1 succeeded in the objective. Team 2, better luck next time.

This sentence is accompanied by Black Widow giving a slow clapping of her hands.

Black Widow: Well done, Team 1. Hit the showers. Spider-Man, Steve wants a word with you.

Peter walks off towards Steve's office but feels Black Widow grabbing his arm.

Black Widow: I don't say this often but nice job. You'll make a good hero yet in a couple of years.

Black Widow smiles and nods. Spider-Man does the same before heading off to meet with Steve. Jocasta appears beside Ava.

Jocasta: White Tiger requires medical attention, Ms. Romanov.

White Tiger: I'll walk it off, Ma'am.

Black Widow: Just get it checked before heading home tonight. Wouldn't want Mommy to ban you from your duties, would we?

White Tiger nods and limps towards the med bay. Sparrow looks to White Tiger before talking to Uncanny Valley.

Sparrow: UV, do you know who they are?

Uncanny Valley: Only Spider-Man, Jess.

Sparrow: Can you tell me?

Uncanny Valley: No, I promised him I wouldn't tell you yet.

Sparrow: You're no fun.

Uncanny Valley: Not true, I have fun playing Mortal Kombat with you.

Sparrow: Only because you cheat.

Uncanny Valley: How is downloading the moveset of every character into my harddrive cheating?

Sparrow: Ugh!

We fade to the meeting between Steve and an unmasked Spider-Man.

Steve: I saw the last half of your match. Have to say I'm impressed.

Peter: Thanks, Cap. That means a lot.

Steve: I know you don't want to talk about what happened but...

Peter: Okay, I was nearly killed by that guy last night. More importantly, he knows my identity as Spider-Man. How, I don't know.

Steve: Yeah, this guy seems to know his stuff. And he grabbed you before leaving the room.

Peter: Yeah, me specifically.

Steve: Did you not sense him going to attack you?

Peter: N-! [realizing he didn't] No, I didn't sense him going to grab me but I sensed his fireball.

Steve: Don't you sense your enemies before they attack you? At least, that's what David and Kaine told me.

Peter: I do. Unless it's Venom, then it nearly bursts my head open like in Scanners. And it doesn't sense-.

Steve: What?

Peter: It doesn't sense my friends because they aren't a threat to me. That's why I couldn't detect Ava sneaking up behind me.

Steve: Yes, but what does that mean?

Peter: Whoever Hobgoblin is, he's someone I know and knows who I am. The only other person I know that knows my identity...

Peter remembers the only other person capable of knowing his superhero identity, and then runs out of the room.

Steve: Peter, wait!

Peter puts on his mask, runs out of the warehouse past his friends, and swings off to find... Harry Osborne. The other young heroes follow after him after getting a message from Cap, unaware that Hobgoblin is watching from the rooftop of the building opposite the warehouse.

Hobgoblin: So he's figured it out, huh? Welp, time to put my decoy to good use.

Hobgoblin then flies off into the night. This is when we cut to black.


	6. Unmasking The Hobgoblin

We open with Peter swinging across the city in a rush to Harry's penthouse with his fellow teen heroes lagging behind.

White Tiger: Guys, wait! We can catch up to him via the monorail.

Sparrow: We're gonna lose him if we do that!

White Tiger: Trust me.

Nova: No offence, White Tiger, but we'd be better off flying.

White Tiger: This isn't up for debate, Buckethead. We're going via monorail.

Uncanny Valley: Why don't I follow Spider-Man and you guys use the monorail?

Sparrow: UV, we stick together.

Uncanny Valley: But would we not cover more ground by splitting up?

Sparrow: UV-.

Firestar: No, UV has a good point.

Sparrow: Fine, but I don't like this. UV, follow Spider-Man.

Uncanny Valley: On it.

UV flies off in the same direction as Spider-Man while the others leap onto the top of the monorail just as it zooms by. Hobgoblin, watching these events, follows the group and slashes Nova's back, sending the hero careening towards the ground. The others look up and Hobgoblin laughs and throws several fireballs.

Sparrow: JUMP!

They do and the fireballs explode on the the surface of the monorail, badly damaging the top of the vehicle. Our heroes hit the ground hard and Ava's wound opens up again.

White Tiger: Gah, shit!

Firestar: Tiger!

Hobgoblin: [tossing an unconscious Nova towards the heroes] I'd be more worried about what I'm gonna do to you than her leg.

Hobgoblin draws his sword and Firestar lights her hands on fire. Sparrow pulls out a boomerang and a skateboard. After a brief stand off, both sides engage as we cut over to across the city. At Harry's penthouse, Harry looks over the city and sighs in happiness. He hears the sound of Peter above him and his expression sours.

Harry: What do you want, Peter?

Spider-Man: I think we both know why, buddy.

Harry: Don't call me buddy, Parker! You lost the right when you refused to tell me about your big secret!

Spider-Man: I have wanted to tell you for some time but you know what I've been through!

Harry: What, and you don't know what I've been through because of you being Spider-Man?! My dad is lobotomized, Oscorp is no longer mine, and the only thing to my name is this house! All thanks to you and what you've been through!

Peter stares in shock while Harry glares daggers at the young hero. Silence fills the area for five seconds.

Harry: Now, say what you need to say before I call the police.

Spider-Man: Did you see the reports from last night's attack?

Harry: I did. Whoever this Hobgoblin is didn't do a good job of trying to kill you.

Spider-Man: I know you don't mean that, Harry.

Harry: Don't I?

Spider-Man: Okay, if you're not gonna help me, I'll just leave.

Harry: [just as Peter fires a webline] I don't know who this Hobgoblin is. Even if I did, do you honestly think I'd tell you?

Spider-Man: I don't know. What I do know is that you're acting like your father the more you go down this path.

With that said, Peter swings away and Harry heads inside just as a girl calls Harry from inside the penthouse.

Girl: Who was that, Harry?

Harry: Just some random wannabe hero.

We pan down to Peter on the rooftop opposite Harry's home, looking at his mask. He thinks back to the events of Spider-Man: Symbiosis when Harry unmasked him.

Harry: _No. No, it can't be. This isn't right. Peter, please tell me I'm halucinating._ _You're Spider-Man?_  
  
Venom: _See what your lies do, Peter? They hurt those you care about, get them hurt, get them killed. You say you don't mean for it to happen but we all know it's your fault._

Uncanny Valley: Peter?

Peter snaps out of his trip down memory lane, looks up, and sees Uncanny Valley.

Spider-Man: UV, you ever have any regrets being a superhero?

Uncanny Valley: No, I haven't had any regrets for my life as a hero. This is really all new to me. Why, do you?

Spider-Man: Nearly all the time. I've been a hero for almost a year now and it still feels like nothing ever goes right for me.

Uncanny Valley: It can be challenging according to my mother and some may have it worse than you but, in order to be a hero, we must fight the urge to give up.

Spider-Man: Y'know, for someone new to the whole superhero life, you're very wise.

Uncanny Valley: Well, I am connected to Earth's satellites and Information browsers. I just said the right thing in the hopes of making you feel better. Did it work?

Spider-Man: Kinda?

Uncanny Valley: [smiling] Excellent. Shall we regroup with our teammates?

Spider-Man: Sure, where are they?

As if on cue, and explosion goes off in the direction leading towards Times Square. Uncanny scans ahead.

Uncanny Valley: They are fighting Hobgoblin!

Spider-Man: WHAT?! Let's get down there!

Uncanny Valley: Affirmative.

The two heroes head towards the fight in a subtle reference to the last scene in the Spider-Man: Homecoming international trailer. Harry watches them head off from a window and smirks to himself. We cut to the battle as Ava is tossed into a bus.

Hobgoblin: Ah, the spider finally arrives, with a new plaything as well. She here to hold your hand?

Spider-Man: This is between us, Hobby.

Hobgoblin: Oh sure, let's start with you taking off that mask before these lovely people.

Spider-Man: Not gonna happen.

Hobgoblin: And here I thought you cared about these guys.

Hobgoblin throws several fireballs at Firestar and White Tiger. Sparrow pushes the two heroes out the way, taking the full force of the explosion and sent flying into an apartment.

Uncanny Valley: I will help Sparrow!

Spider-Man: UV, WAIT!

Uncanny zooms towards Sparrow's location but gets hit by a fireball. She hits the ground and shuts down.

Spider-Man: UNCANNY VALLEY!

Spider-Man looks on in horror as Hobgoblin approaches.

Hobgoblin: Y'see, I did ask you nicely to unmask and prevent more casualties but you just went ahead and refused to do the right thing. Now, I think I'll do it for you.

Hobgoblin reaches for Peter's mask... and gets blindsided by several smoke pellets. Peter is grabbed by Sparrow and they swing out of sight. Hobgoblin roars in frustration at this turn of events and is then blasted by Nova, who has recovered a bit. Spidey looks down before turning to Sparrow, who's mask is badly damaged allowing Peter to see her eyes.

Spider-Man: Thank you.

Sparrow: Don't thank me yet, Webs. We need a plan.

Spider-Man: Hmm... I might have an idea but I'll need a distraction.

Sparrow: On it!

Sparrow glides down, kicks Hobgoblin in the face, and back flips out of the way of his sword.

Hobgoblin: You'll pay for that, Birdie!

Sparrow: Eh, send me the bill.

Hobgoblin enagages Sparrow while Peter sneaks down towards Uncanny Valley. He checks her circuitry before flipping a switch on and off.

Uncanny Valley: Power Restoration complete. Spider-Man, is Sparrow okay?

Spider-Man: Yeah, and she needs help. Do you have any data on The OZ Formula?

Uncanny Valley: I have rough data and enough to create a cure.

Spider-Man: Good, we'll need it.

Uncanny pulls out a syringe and gives it to Peter.

Uncanny Valley: Cure synthesized and ready to use.

Spider-Man: That's two I owe you.

Peter gets up just as Hobgoblin slams Sparrow into the ground and raises his sword into a killing strike.

Hobgoblin: Any last words?

Spider-Man: [web pulling the sword away] Yeah, time for your medication!

Peter lands an uppercut and rams the syringe needle into Hobgoblin's chest, injecting the possible cure. Hobgoblin riles in pain.

Hobgoblin: What did you do?!

Spider-Man: What a hero does, save the day from the villain.

Hobgoblin lets out one last painful roar as he collapses to the ground face first and changes back into his human form. Curious, our hero turns Hobgoblin over to see his foe's true face. Spider-Man looks at the true identity of Hobgoblin in shock and horror.

Spider-Man: Ned?!

Ned: [dazed] Spider-Man, where am I? What the hell am I wearing?

Spider-Man: I-I don't get it. Ned, you tried to kill me and my friends.

Ned: What? I couldn't have. I don't remember doing anything like that. You have to believe me.

Spider-Man: Do you remember attempting to kill Peter Parker?

Ned: Why would I kill Peter? He's a good kid.

White Tiger is about to go over to Peter but is stopped by Uncanny Valley.

Uncanny Valley: White Tiger, we should report to Captain Rogers.

White Tiger: Right, let's go. Spidey, we're heading back to base.

Spider-Man: Yeah, I'll be with you as soon as I can.

Spider-Man stays with Ned until the police arrive, led by Jefferson Davis. Peter swings off after doing a salute to Jefferson.

Jefferson: [approaching Ned] Sir, you have the right to remain silent.

Ned is taken into custody and driven off to The NYPD HQ... while another Hobgoblin watches with Shaw looking over his shoulder.

Shaw: Told you it would work.

Hobgoblin: True, but now I'll need another decoy to take the fall for me.

Shaw: Don't worry, I have one or two that can do the job just as well. But I think we should tie up loose ends.

Shaw grins as we fade to black.


	7. A Cold, Cold Heart

We open with Ned in a holding cell at The NYPD Precinct. He just thinks about what Spider-Man said to him, about trying to kill his friends and Peter Parker. But there was no way Ned did these things, right? Ned is many things but a killer is not one of them. Competitive, but not a killer. A buzz can be heard and the door leading into the cells is open. Maza walks in with Angela del Toro.

Elisa: Mr. Leeds?

Ned: Officer, I swear that I did nothing wrong. I would never harm anyone ever.

Elisa: I believe you but the public will have a hard time buying whatever story you try to tell them, especially Jameson.

Angela: El, you sure you want to do this?

Elisa: We'll be fine. I think Mr. Leeds won't object to a few questions.

Ned: Whatever you ask, I will do my best to answer.

Elisa: Good. First question, where were you before the events of The NYPD Gala?

We fade to the warehouse acting as Steve Rogers' HQ. The young heroes bar Spider-Man are there.

Steve: Great job, Team. You managed to put Hobgoblin behind bars.

Nova: Thank you, sir. It's all thanks to my plan-.

Firestar slaps Sam across the back of his head.

White Tiger: Actually, it was mostly Spider-Man who is responsible for our win tonight, Captain Rogers.

Steve: I see. Where is Spider-Man exactly?

White Tiger: We don't know. Yet.

Sparrow: He bailed on us to make sure Hobgoblin was taken in by the cops.

Uncanny Valley: And I helped cure Hobgoblin.

Just then, a tall blonde haired woman walks into the room. This is Olympia Hill, the retired hero known as Majestia.

Olympia: Rogers, what happened to my daughter?

Uncanny Valley: Hello, Mother.

UV hugs Olympia tightly.

Steve: I'm not sure I know what you-?

Olympia: I heard my daughter shut down briefly while I was in Japan on a case. So I want an explanation.

Sparrow: She took a bad hit during a fight with a supervillain targeting Spider-Man, Ma'am.

Olympia: Really? And where is Spider-Man now?

Uncanny Valley: At The New York Precinct waiting for what Commissioner Maza finds out about Hobgoblin.

Everyone bar Sparrow, Steve and Olympia stare at UV in confusion.

Uncanny Valley: What? He is.

Firestar: And how do you know where he is?

Uncanny Valley: I have access to every satellite around the world, and he just texted me and White Tiger his location.

Ava gets out her phone and, to her amazement, she has a new unread text from Peter. At the roof of The NYPD, Spidey waits patiently for Maza to arrive. Our hero just can't believe that Ned, one of the best newspaper reporters became a villain and found out he is Spider-Man. Maza walks out the door and slowly paces towards Peter.

Spider-Man: Find anything?

Elisa: I asked him everything and he was completely honest in his answers. He is certain he didn't become Hobgoblin.

Spider-Man: Did you ask-?

Elisa: If he knew who you are under the mask? Yes, and he said he would win a Nobel if he did. Either he's lying to save himself or he was set up by someone else.

Spider-Man: Something about this makes zero sense. Only Norman, Eddie and Harry know about me being Spider-Man, not to mention they have good reasons to hate my guts. If they didn't do this and Ned is telling the truth, who is doing all this?

Elisa: Question of the decade, Parker. By the way, who are those other heroes that you're hanging out with? I know Ava and Firestar but not the other three.

Spider-Man: Well, the one with the bucket on his massive ego is Nova. Some guy pretending to be Green Lantern. The robot is Uncanny Valley, and she's one of the good ones. Sparrow is the sidekick of Knightowl.

Elisa: Now there's a hero you don't hear about anymore. Do you know who they are out of the masks?

Spider-Man: Only Firestar, and we both know Ava is White Tiger.

Elisa: So does her mother. What about you? You keeping alright?

Spider-Man: Honestly, no. All this stuff with Hobgoblin, Venom, and work is starting to get to me.

Elisa: You do know you can take a break every now and then, right?

Spider-Man: I know but I have a responsibility to this city and the people living here.

Elisa: Spider-Man has a responsibility to the city, but Peter Parker has responsibilities as well. Take a break, focus on your social life, and maybe meet someone.

Spidey lowers his head after hearing that last part.

Elisa: Sorry, I didn't-.

Just then a shot from a sniper rifle can be heard. They both get down and take cover. Peter takes a look and, using his enhanced lenses, spots an assassin holding a sniper rifle. The assassin in question is a woman known as Coldheart. Peter looks at the trajectory of her shot as she fires again.

Spider-Man: Elisa, get to the cells! Ned's in danger!

Elisa: What about you?

Spider-Man: She's mine.

Peter swings off as Elisa makes back to the stairs, running down each flight until she reaches the cells. Angela has a shoulder wound and Ned has been shot in the chest just inches away from his heart.

Elisa: JEFF, I NEED MEDICS IN HERE NOW!!!

Coldheart throws the sniper down towards the street as she walks across the rooftop of building opposite the precinct. She hears someone land behind her.

Coldheart: I was wondering when I'd get the attention of a hero. 

Spider-Man: Who were you trying to kill?

Coldheart: Hobgoblin, or does he call himself Ned?

Spider-Man: Why?

Coldheart: A girl has to make a living.

Spider-Man: [getting into a stance] I can't let you walk away.

Coldheart: [chuckles] And you will try to stop me? Good, I was hoping for a workout.

Coldheart unsheathes to katannas from their sheathes, which are strapped to her back. One button press later and they generate extremely cold temperatures. Spidey leaps at her and she dodges, trying to land a swift strike in retalliation but misses. Peter then gets in close to try and punch or kick her but is off balance. Coldheart then goes on the offensive, using parries and strikes before stabbing Peter in the shoulder and kicking him off the roof. Peter sticks to the wall before he almost hits the ground. Looking at his wound, he deduces that the swords that Coldheart uses generate temperatures below -15 degrees. He hears Coldheart calling down.

Coldheart: I have to say, Spider-Man, I was expecting more of a challenge from you. Unfortunately, I remain unimpressed. Now if you'll excuse me, I have a paycheck to claim.

Ignoring the extreme pain he's under, Peter crawls up the wall as quickly as he can. Coldheart is about to leap over to the next building but receives an uppercut and is thrown over Spidey's shoulders hitting the ground hard. She then begins to get back up but Spider-Man moves to quick for her as she gets a kick to the face. Spider-Man then lands a punch to her side so hard that he breaks three of her ribs. Coldheart yells in pain before Peter dropkicks her, rendering her unconscious. Seconds later, Peter hangs Coldheart, now webbed up in a semicocoon, over the edge of the building.

Spider-Man: Who sent you to kill Ned Leeds?!

Coldheart: Go to hell.

Peter reaches down applies extreme pressure to Coldheart's ribs, making her squirm a bit.

Spider-Man I won't ask you again, Ice Queen. Either you talk or we get really serious.

Coldheart: Silvermane! Silvermane sent me to take out Hobgoblin. Any threat to the city is a threat to The Crime Families and Silvermane's operations.

Spider-Man: And yet, he hasn't been able to take me down or send any mercs after me yet. When you eventually escape from jail, tell this Silvermane that Leeds is under my protection and he'll have to go through me to get to him.

He then climbs down and attaches the cocooned villain to a lamp post. Peter fires a webline and prepares to leave.

Coldheart: You heroes are so self righteous, even though it's a load of piss.

Spider-Man: We protect the lives of the innocent to the best of our abilities.

Coldheart: Yeah? Tell that to my son. He looked up to the likes of Captain America & The Avengers, and was killed because of their actions during the fight with Kang. My own son was, in a way, murdered by the very people that swore to protect him from a harsh and cruel world. Tell me, Hero, what would you do if you found yourself in a similar position?

Peter doesn't say a word as that revelation hit him like a thunderbolt. He then webs her mouth shut and swings off to an unknown location just as a passing police car stops to retrieve Coldheart. At the precinct, the medics get in and stabalize Ned.If not for Spider-Man, there would have been another death on his conscious. We fade to a dimly lit room where and old man sits in an armchair, smoking a cigar. This is Silvermane, the new kingpin of crime and head of The Maggia. Just then, Hammerhead walks in.

Silvermane: Yes?

Hammerhead: Leeds is still alive, Boss, and Spider-Man is now gunnin' after our operation thanks ta Coldheart.

Silvermane: Well, It was bound to happen eventually. Tell The Enforcers to be on the watch for our new enemy.

Hammerhead: Already done, Boss.

Hammerhead then leaves Silvermane, who walks over to the window overlooking the city.

Silvermane: Let the game begin, Spider-Man. I've made the first move, and now it's your turn.

We cut to black as Silvermane lets out one last puff.


	8. The Last Day Of School

We open with Peter in his lab working on ECHO and checking the city scanner for any sign of Venom. Below Peter's eyes are thin black lines, indicating he hasn't had much sleep for the seven days after The Hobgoblin Incident (Chapters 3-7, or Episodes 2-6 if you're on DA). Xanatos looks in Peter's lab through the door window while on the phone to Steve Rogers.

Xanatos: Yeah, he's still here. This is the second time this week. How long has he been like this?

Steve: Since Ned Leeds was revealed to be Hobgoblin. Since then, he's been focusing on his work and duties as a hero too much.

Xanatos: This has really done a number on him. I'll see what I can do on my end.

Steve: Please do. I don't want him passing out during training again.

Xanatos: What? Okay, I'll get him to head home now.

Steve: Thank, Dave. Goodbye.

Xanatos: Bye.

David hangs up and walks into the lab and startling Peter before the young hero falls asleep.

Xanatos: Everything okay?

Peter: Hey, boss. Didn't hear you come in.

Xanatos: Have you lost track of time?

Peter: Yeah, I just wanted to check to see if I could find Venom and include a few final touches to ECHO before going home.

After saying that, Peter lets out a yawn.

Peter: Why? What time is it?

Xanatos: Peter it's almost 11:30.

Peter: What?! Oh my God, Aunt May will be up wondering what's keeping me! Sorry, gotta go!

Peter runs out the lab, heads to the roof, and swings for home. After five minutes, Peter reaches his house and very quietly sneaks in through his window... and is greeted by a very cross Aunt May.

Aunt May: Where the hell were you?

Peter: Sorry, I was at work trying to finish my project.

Aunt May: Peter, you know I love you but this new attitude isn't acceptable.

Peter: What do you mean? I don't have a new attitude.

Aunt May: For the past seven days you've hardly ate any breakfast, you fall asleep in class according to the principal, and you work until eleven or twelve at night. Sometimes half one in the morning. I need you to take a break for a few days and then maybe think about how we're gonna sort this out.

Peter: Aunt May, I'll be fine. I promise. Besides, I don't want to miss the last day of school.

The next day at school really doesn't help much. Peter struggles to stay awake for more than five minutes, answers some questions incorrectly, and walked in the girl's bathroom. At lunch, Peter just lay down on a bench beside the football field and lets out the biggest sigh he can muster. After a few minutes, he hears the sound of a guitar and notices Jess sitting in the stand. He stands up and goes over to her. He can hear her sing the Spider-Man theme song quietly to herself as she plays the tune on her guitar. Noticing Peter's shadow, Jess looks up to see her friend.

Jessica: Everything okay, bud?

Peter: Yeah. Mind if I join you?

Jessica: [shrugs] Free country.

Peter sits next to Jess as she resumes playing his theme tune on her guitar.

Peter: I never knew you were a Spider-Man fan.

Jessica: Eh, he has his moments but he's not my favourite superhero. He's in my Top 5, though.

Peter nods to that answer. Noticing her friend's mood, Jess stops playing and looks at him.

Jessica: Pete, I've known you a long time to know something's up. You can tell me what's wrong.

Peter: Sorry, I just haven't been the same since the gala, and I'm afraid I might pass out due to everything that goes on in my life. Work, looking after Aunt May, taking pictures of Spider-Man, and a sort of fitness programme. Honestly, I don't even know what I need to do right now.

Peter puts his head in his hands and groans in almost exhaustion. Jessica, thinks for a few minutes then gets an idea, grinning as she looks back at Peter.

Jessica: Hmm... You, mister, need a break from everything that's tiring you out and I have just the thing. [pulling out a poster] Behold, the gateway to relaxation!

Peter: "The Midtown End Of Year Costume Party"? I dunno, Jess.

Jessica: C'mon, man, it'll help take your mind off everything and let's us spend some time together. Not together together, I mean together as friends. Plus, I get to show off my skills to see if I'm good enough to join the music club when we come back next year.

Peter thinks for a minute before Jessica places her hand on his shoulder.

Jessica: Hey, if it doesn't work, we can just go somewhere else. I hear The Coffee Bean recently reopened.

Peter: *sigh* Alright, let's go and have some fun.

Jessica: Sweet! See you there.

Cue the school bell ringing and the two young students heading off to class. In English, Peter almost falls asleep as Ava watches in concern.

Ava: _You'll get through this, Peter. You've go to._

In an undisclosed location, a woman is practicing her kick boxing moves on a training dummy. She has long white hair, brown eyes, tan skin and is wearing a white body suit. This is the famous kick boxer Lorina Dodson, better known as the criminal called White Rabbit. After decapitating the dummy, she is approached by Hammerhead.

Hammerhead: Impressive display, Dodson.

Lorina: Thanks. It took me a long time to master that trick. I take it you're here on business, Boss.

Hammerhead: Yeah, The Spider-Man is stickin' his nose in The Big Man's operations lately. I need you to take him down.

Lorina: Easier said than done. I'll need a lead.

Hammerhead: My man in the press says a kid from Midtown High takes pictures to make ends meat. And it just so happens there's a costume party on tonight at the school.

Lorina: Hmm... You've got my attention. When is it?

Hammerhead: Seven, but be fashionably late. I know you like to make dramatic entrances.

White Rabbit grin at that answer as we fade to Peter arriving at the Midtown High School gym in his spider suit. At the door, he's greeted by Kenny dressed as Willow.

Peter: Kenny, who are you supposed to be?

Kenny: I'm Willow.

Peter: ... Huh. That's cool.

Peter walks in hoping to avoid any confrontation with Kenny. Once inside, he sees that every student in the school has shown up. Randy is Cyborg, Sally is Bluebird, Liz is Firestar, etc. Even Mary Jane showed up dressed as Holo from Spice & Wolf.

Peter: MJ, what are you doing here?

Mary Jane: Randy invited me. We've been dating for a few weeks now and I wanted to support him at the school.

Peter: Have you seen Ava?

Just then, he feels a plastic sword touch his right cheek.

Ava: "Hello, my name is Inigo Montoya. You killed my father. Prepare to die."

Peter: Really?

Ava: What? It's a classic, and a great film to watch. Especially on Valentine's Day.

Peter: True on both counts.

Ava: Don't you think it's risky wearing your suit here?

Peter: Ava, it's okay. Plus, it saves me the trouble of changing out of another costume.

Ava: I didn't think you'd show at all.

Peter: Actually, I was invited.

Ava: Invited? By who?

As if by magic, Jess appears behind Peter.

Jessica: Pete?

Ava and Peter jump in shock. Jessica has dressed up as Rooster Cogburn, and has her guitar strapped to her back.

Pete: Hey, Jess!

Jessica: Have to say, you look really good in that costume.

Peter: Thanks, and you look awesome as...

Jessica: Rooster Cogburn.

Peter: True Grit!

Ava looks at the two of them and then decides to leave them be for a while. However, on the inside, Ava's heart slowly starts to break. Just then, a member of the band walks over towards Jess. This is Mark Raxton, Liz's older brother.

Mark: Hey, Jessica Keynes?

Jessica: Yes?

Mark: The band could use a guitar player and my band mate hasn't shown up. Care to stand in for him?

Jessica: Sure! Wish me luck, Pete!

Peter: Go for it.

Jess runs to the stage and starts playing the tune to Stayin' Alive, just as Flash walks in dressed as Danny Zuko from Grease. Flash spots Peter, unfortunately.

Flash: Hey, it's The Amazing Spider-Nerd!

Most of the football team chuckle at the comment.

Liz: Well, Petey, I must say you look really sexy as New York's greatest hero.

Flash: WHAT?! He looks nothing like the real Spider-Man!

Peter: And you don't look anything like John Travolta but you don't hear me complaining.

Everyone: OOOOOOOOHHHHHHHHHH!!!

Kenny: Flash got burned!

Flash: Really? Then how's about we have a sing off, Parker?

Peter: Really, Danny? I don't wanna embarrass you in front of the team.

Flash: HA! Don't make me laugh.

Peter: Then let's make it interesting. The loser has to wearing a skirt for the first week of the next school year.

Flash: You're on!

Jessica: _Well, this should be interesting._

Cue Jessica grabbing the microphones and giving them to Peter and Flash.

Jessica: Good luck, boys. You're gonna sing a Bon Jovi song, the best one ever released. Just don't deafen the city.

Mark grabs a spare guitar and nods at Jess. Jess sits back down and starts playing the first musical beats of one of my favourite songs of all time, with the rest of the band playing the rest. And now, the voice of an angel sings the first two lines of It's My Life by Bon Jovi.

Flash: ThIs AiN't a SONG for ThE brOkEn HEARTED/NO sILEnT PraYeR FoR the FaiTH dePArtEd!

Everyone expects Peter to be just as bad as Flash's singing, but...

Peter: I ain't gonna be just a face in the crowd/You're gonna hear my voice when I shout out loud!

Everyone: IT'S MY LIFE!!!

Flash: It'S nOw or NevAAAA/I Ain'T gOnnA LiVe FOREVAAAAAA/ I jUst WaNNa LiVe wHiLe I'M ALIVE!

Everyone: IT'S MY LIFE!!!

Peter: My heart is like an open highway/Like Frankie said I did it my way/I just wanna live while I'm alive!

Everyone: IT'S! MY! LIFE!!!

Outside, White Rabbit approaches the gym and leaps with all her might onto the roof. She looks in and witnesses Peter winning the sing off against Flash and gets to finish the song with the last part of the song as Ava dances beside him. She even sings part of the song with him.

White Rabbit: Those two are cute together. Too bad I have to ruin their fun.

As Peter sings the last lyric, the entire school breaks into applause.

Mark: Well, I'd say Spidey takes the win.

Everyone: WOOOOOOOOOOOOOOOOOO!!!

Random Student: GO PARKER!

It's at this moment White Rabbit crashes in through the ceiling. She stands up straight and points at Peter.

White Rabbit: Hello, Mr. Parker. We need to have a chat about your buddy Spider-Man.

White Rabbit runs up and kicks Peter so hard in the chest, he flies across the gym and smashes into a wall. All the students run for their lives as White Rabbit walks over to Peter, doing a neck crack en route. Jess, however, sneaks away from the crowd and heads towards the girls bathroom. Jess walks into the girls bathroom... and sees Ava changing into her White Tiger costume. They both stare at each other.

Jessica: Ava?

White Tiger: Guess the cat's out of the bag, right?

Jessica: You'll need to explain later but first I need to change.

Jess raises her left arm and presses the button on her gold bracelet. This allows her to transform into Sparrow.

Sparrow: [running towards the gym] C'mon, Peter needs help!

White Tiger: ... Okay, what the actual hell?

We cut to the gym. White Rabbit holds Peter by his hair and aims a knife at his throat.

White Rabbit: Now, I'm gonna need you to tell Spidey that my boss wants you to lay off Silvermane or else some drastic measures are gonna need to be used. You seem like a smart boy. Could you pass the message to your friend?

Peter: Listen, I don't know Spider-Man. I just take his pictures to help pay the bills.

White Rabbit: Oh, hard working? I like that in a man.

Sparrow: THEN YOU'RE GONNA LOVE ME!

Sparrow swings in and kicks White Rabbit in the face, staggering the villain. Sparrow then trips her up and punches her in the face repeatedly. Peter grabs Sparrow's left arm.

Peter: Stop! She's down!

Sparrow: Pete, stay back!

Peter: "Pete"?

White Rabbit thencounterattacks with a headbutt, dazing Sparrow. White Rabbit leaps to her feet and attacks Sparrow with a barrage of kicks and a deadly face to the ribs before turning her attention to Peter. White Tiger tackles the villain and gets in a defensive stance.

White Tiger: Kid, you need to leave!

Peter runs out the door.

White Rabbit: Yes, Peter. Run, cause you're late for a very important date!

Ava engages Rabbit while Sparrow slips away to help Peter. After running outside, she sees Peter put on his mask and climb up to the roof. Cue Spider-Man landing in the gym and standing with White Tiger. Sparrow decides to rejoin the fight, expecting answers from both heroes. White Rabbit is starting to get nervous as she has to fight three heroes.

White Rabbit: Um... Spider-Man! You stay away from Silvermane and his business!

Spider-Man: Yeah, I'm gonna have to say no to that.Have to say, you're a long way from The Playboy Mansion.

White Rabbit: [annoyed] Yeah, like I haven't heard that joke already. Y'know what, I give up.

Our heroes look in confusion.

Spider-Man, White Tiger, & Sparrow: What?

White Rabbit: Look, dude, I was only hired to rough up the kid that takes your pictures and that was it. I ain't got the guts to fight three heroes. It ain't fair. So, again, I give up.

After White Rabbit is taken away, we pan up to the roof of the gym as our three heroes sit in silence. Sparrow, unmasked, glares daggers at Peter and Ava.

Jessica: Well, I'm waiting.

Ava: Then keep waiting.

Peter: Ava!

Ava: What?! She's Sparrow, and didn't tell us!

Jessica: And you're too full of yourself to tell me that you're White Tiger.

Ava: OH, I'm full of myself?! This coming from the mayor's daughter!

Peter: GUYS! Fighting isn't gonna solve anything! Let's just calm down and talk this out. Okay?

Ava: Are you defending her?!

Jessica: Jealous, Kitty?

Ava: I'll pretend I did NOT hear you call me that, you piece of-!

Peter: THAT'S ENOUGH!!!

The two girls look at Peter in shock.

Peter: I came here tonight to have a great time, and I really had a blast until Alice In Wonderland showed up, but I will NOT see two of my best friends fight each other of some big misunderstanding due to the lives we hide from the rest of the world! Until you both work this out, don't talk to me until then.

Peter puts his mask back on and swings off towards home. Ava and Jess look at him as he swings. Ava feels regret and sadness as she sits down on the ground. Jess walks over to her.

Jessica: Listen, I'm only looking out for him as well. Maybe if you give me a chance, you'll see I'm not so bad. It's up to you.

Jess puts on her mask and swings for home just as Uncanny Valley arrives.

Uncanny Valley: Did I miss the supervillain fight?

Ava: [tears running down her face] Yeah. Sorry, UV. Maybe you'll get your chance next time.

Uncanny Valley kneels down and pulls Ava into a hug.

Uncanny Valley: It will be alright, Ava Ayala.

After hugging for a few more minutes, the two heroes head for home. Meanwhile, we cut to The Raft. In a prison cell, Coldheart is meditating until she hears the sound of approaching footsteps. Her cell opens and White Rabbit is pushed inside.

Guard: Coldheart, you got a cellmate. Make her feel at home.

As the cell door closes, White Rabbit just looks at her cellmate.

White Rabbit: So, you gonna sit there or-?

Coldheart: Talk to me again and I guarantee you won't live to see the end of the week.

Staring in terror, White Rabbit just leaps into the top bunk, lies down and closes her eyes without saying another word.

Coldheart: Also, I sleep in the top bunk.

White Rabbit opens her eyes in pure horror as we cut to black.


	9. Return Of The Lizard

We open this chapter/episode with Peter dodging boomerangs from a new costumed villain calling himself Boomerang.

Spider-Man: Really, dude? Out of all the supervillain ideas, you base your motif on a throwing weapon that no one uses anymore?

Boomerang: Well, I was gonna go for a kangaroo but that one was taken by some dick in Texas!

Spider-Man: Fair enough. Random question, why do the whole villain gig?

Boomerang: Cause I need money to marry me girl.

Spider-Man: You're engaged? Congratulations!

Boomerang: Cheers, mate. Any chance I can walk away with the money?

Spider-Man: Hell no!

Peter swings in and knocks Boomerang out in one punch. He slumps his shoulders and pants for a bit until White Tiger arrives.

White Tiger: Hey, need a hand?

Spider-Man: Got it covered. Thanks.

Peter swings off and Ava chases after him just as the cops arrive.

Matt Bluestone: Okay, let's get him downtown.

Over with the two young heroes, Ava catches up and grabs Peter by the arm.

White Tiger: Peter, I just want to talk about the other night. I messed up, I get it. Can we please just drop it already?

Spider-Man: Drop it? Ava, you lashed out at me and Jess. It wasn't called for.

White Tiger: She pushed my buttons and I lost control of my emotions.

Spider-Man: You got that right. Did you at least give Jess an apology?

White Tiger: I haven't gotten around to doing that yet. Not that she deserves one.

Spider-Man: Until you two make up, don't speak to me again. I can't be friends with someone that holds grudges against one of my other friends. Now, if you'll excuse me, I have to go to work.

Peter resumes his swinging as Ava looks down at the ground. She drops to her knees and punches the ground repeatedly. Meanwhile, at Cap's base, Jess is venting her frustrations on seven L.M.D.'s. This is when her mother walks in with UV, Olympia Hill, and Steve.

Steve: Shut Down Command Alpha-5

All the remaining LMD's power off and Jess looks at the group.

Jess: What the hell?

Barbara: Language.

Jess: English?

Barbara: Quit the attitude, young lady. We need to talk about this problem you're having with your fellow heroes.

Uncanny Valley: I had to tell her, Jess.

Jess: UV-.

Olympia: Jess, we only want to-.

Jess: You're not my mom, Ly.

Barbara: Don't you speak to her like that. 

Jess: Like what? My oldest friend kept a huge secret from me and you're complaining about the way I speak to your woman?

Barbara: And you kept a secret from him. More importantly you almost started a fight you could not win with a fellow hero.

Jess: Please, Discount Salma Hayek couldn't beat me with one hand tied behind her back.

Barbara: See, Steve? THIS is why I said no to you the first time!

Steve: Listen, calm down and we can-!

Jess: Maybe if you gave some space and let me do what I think is right, we wouldn't be in this situation!

Barbara: I have given you space and I let you hang out with your friends at Midtown High again!

Jess: ONLY after I said to you that's what I wanted the most! Maybe I should've shut my damn mouth!

Barbara: Jess, I'm only trying to protect you!

Jess: Like you protected Dad the day he died?!

Jess stops and realised what she just said. She takes a couple of steps backwards then runs for the door.

Barbara: Jessica! Wait-!

Olympia: Barb, give her time. She just needs time.

Barbara looks on at the door as we fade to Jess, in costume, running across the rooftops. As she runs, she can be heard crying as she lets out a couple of pants with each step. She's unaware that Ava is following her. We cut to XanTronics in the lab where Curt's holding tube is kept. Peter walks in and sees that David is already in the lab with Anya and a man of Greek nationality. The man is Michael Morbius.

Peter: I'm here, David. What's up?

Xanatos: Peter, this is Dr. Michael Morbius. Michael, this is Peter Parker.

Morbius: Ah, Mr. Parker. It's nice to meet you. Your parents were good people and great in their Chemistry Thesis.

Peter: Thank you. And your research in cellular medication is amazing.

Anya: Well, he is the best in the field.

Morbius: I'm glad you caught me at a good time, David. If you waited much longer, we've have no chance at this.

Peter: Wait, that means you found it?

Morbius: Yup, a cure for Conners' mutation.

Peter: And it works?

Xanatos: We'll soon find out. Won't we, Michael?

Morbius: Well, no time like the present. Anya, prepare the tube.

Anya walks over and presses a couple of buttons. A port opens up just as Morbius gets out a serum. Peter crosses his fingers. The serum is injected into the port and slowly gets transformed into a gas form as it enters the tube. Gas fills the entire thing. Then, Conners' vital signs change from normal to eratic.

Peter: Guys?

Xanatos: What's going on, Michael?

Morbius: I don't know, it's almost like he's-!

Then, the tube smashes open and out steps The Lizard. It bears it's fangs at everyone present, hissing while it does. Morbius walks over.

Peter: Dr. Morbius, no!

Morbius: Curt, do you know me? It's Michael. We went to ESU together. 

Lizard's eyes change slightly as it looks at Morbius. It takes one step forward... and whacks Morbius with it's tail, sending the doctor flying into the door. Morbius lies unconscious as everyone else stares at a fully pissed off Lizard. We cut to Jess looking at Peter's house from across the street on the roof of the house sitting opposite. She sees Aunt May cleaning the window and humming the song We'll Meet Again.

White Tiger: Mind if I join you?

Jess turns to see Ava, who is in the same state as she is.

Sparrow: If you want to.

Ava sits beside Jess and lets out a sigh of regret.

White Tiger: Listen, I was out of line the other night and-.

Sparrow: I forgive you. Besides, that argument was mostly my fault.

White Tiger: You okay?

Sparrow: I had a yelling match with my mother, so no. No, I'm anything but alright right now.

White Tiger: I know what that's like, believe me.

Sparrow: It's just... I dunno how to say it. I just feel caged all the time and I still feel like a cage is looming over me the moment Mom allows me to spread my wings a bit.

White Tiger: Have you ever thought about talking to her about this?

Sparrow: I have tried SO many times but she's either in a meeting with officials or spending time with Olympia. Sometimes both! And when we do talk, she just won't listen to how I feel about her making decisions in my life and what she thinks is best for me! UGH, this freakin' sucks!

Ava just pulls Jess close and hugs her, startling the heroine.

White Tiger: I am so sorry. If I'd known this about you earlier, I wouldn't have been hard on you.

After a few seconds into the hug, Jess relaxes.

Sparrow: Thanks for that.

White Tiger: You're welcome. If you ever need to talk, Peter, UV, Angel, and I will be there for you. Sam, too.

Sparrow: D'you mind if I change the topic?

White Tiger: If it'll make you feel better.

Sparrow: Have you told Peter you love him?

White Tiger: O_O I don't know what you-.

Sparrow: C'mon, it's that obvious that a monkey could see it. How'd you two meet anyway?

White Tiger: It's kind of a long story but I'm feeling generous right now. It was in September, and we got off to a rocky start at first when we met. I was after someone that I thought killed my dad and he was just there along for the ride. I didn't know who he was until he unmasked and told me how he lost his uncle. It's like, I dunno, I met someone who could know the real me besides my mother and can talk to me about experiences we have that end up being similar in some way. If not for him, I'd probably become someone far worse than the person you're talking to right now. And when I saw him with you, I forgot that he's a person and not something I could win in a contest.

Sparrow: That explains your attitude towards me, and Gwen before you got to know her a bit more.

Ava looks confused.

Sparrow: Peter might not have sent me emails but that doesn't mean Gwen didn't. Relax, she only told me the good stuff afterwards. Besides, you have my support if you and Pete finally tie the knot.

White Tiger: Really? I thought that you and he-.

Sparrow: Pfft! Oh no, I've always seen Pete as the older brother I never had. I mean I do get those feelings from time to time but it's mostly to mess with him.

White Tiger: Respect, girl.

The two girls share a laugh as UV watches from a distance. We cut to outside Xanatos Tower... and Lizard smashes out the window of the lab and heads towards the surface. In the lab, Anya and David help Morbius out of the room.

Anya: Parker, we need to get Dr. Morbius to a hospital!

Peter: Yeah, I'll be there as soon as I call the police.

Anya: The police?! They won't stand a chance against Conners-!

Xanatos: Anya! Alright, Peter. 

As soon as they leave, Peter grabs a spare test tube containing the cure and runs to the roof. Once there he looks to see if The Manhattan Clan can help but they haven't returned from wherever they disappeared to. Sighing, he gets out his phone and dials Ava's number. He hesitates for a second but hits the ring button anyway. After waiting three seconds.

Ava: Hello, Peter?

Peter: Ava, where are you?

Ava: With Jess. Why?

Peter: Lizard is free and I need help. Wait, you're with Jess?

Jess: We'll be with you as soon as we can, Pete. Where is this Lizard?

Peter: Heading downtown towards Brooklyn. I'll meet you both there.

Ava & Jess: Got it!

Peter changes into his suit and swings off after Lizard... Unaware he's being watched by Hobgoblin. Hobgoblin makes his way into the lab and grabs the blueprints to Conners' containment tube. He notices a serum on Morbius' desk that contains DNA from a vampire bat and notices Morbius' paperwork saying that the serum could potentially cure all illness.

Hobgoblin: Interesting. Let me help with the last ingredient.

He then reaches over to the serum, opens the lid and shocks the serum with a taser he pulls out. He sets it back exactly where he found it and leaves just as Grady enters the lab.

Grady: Oh man, this is bad. I should tell Mr. Xanatos.

As Grady runs off, we cut to Peter finally catching up to Lizard and kicking him into the curb.

Spider-Man: Doc Conners, are you in there?

Lizard: RAAAAAAAAWWWWWWWWWWWWWRRRRRRRRRRRRRRR!!!

Spider-Man: I wasn't talking to you, Barney! Conners, if you're in there, I have a cure. We can fix this but you need to fight this on your end.

Lizard lunges and swipes at Peter, who narrowly dodges each intended strike. Lizard knocks Peter into a wall beside a fan and prepares to whack the hero with his tail. Peter fires a web at Lizard's tail and attaches it to the fan blade. Lizard is dragged closer and his tail gets sliced into many pieces. The monster roars in extreme pain. It glares and tackles Peter. It tries to grab Peter, but our hero holds back both his clawed hands with all his strength but Lizard is seemingly stornger than the last time they fought. Liazrd's left hand gets closer to Peter's face.

Spider-Man: Doc, please. You don't have to do this. Let me help you!

This is the moment when Lizard finally speaks.

Lizard: Connersssssssssss dead... Only Lizzzzzzzzzzzzzard now... Sssssssssssssspider die now...

Three of Lizard's claws get close enough to slowly cut the right side of Peter's face, leaving three scars on his cheek.

Spider-Man: [feeling his skin cutting] AAAAAAGGGGGGHHHHHH!!!

Suddenly, Lizard is blasted back by a laser beam. Ava, UV, and Jess arrive just in time. Ava helps Peter up.

White Tiger: Looks like you could use a hand. Sorry for the delay.

Spider-Man: Two minutes ago wouldn't have been so bad.

Uncanny Valley: This thing is half human. What happened to it?

Spider-Man: I'll tell you everything if we survive this, UV. Right now, I need your help. All of you. UV, can you inject this cure into him if we manage to hold him down?

Uncanny Valley: [smiling] You can count on me.

Spider-Man: You two ready?

Sparrow: Hell yeah.

White Tiger nods.

Spider-Man: Let's do this.

Everyone bar UV rush Lizard. Ava slashes and kicks, Jess throws a couple of boomerangs, and Peter throws a few quick uppercuts and kicks. Lizard whips Ava away and Peter saves her before she slams into a wall. Jess dodges Lizard's tail before it strikes her. She punches the scaly monster four more times before she gets swatted away. Lizard runs at her ready to kill but Peter swoops in and gets them out of the way of the strike. UV takes this chance to land on Lizard's back and inject the cure into the creature's neck. Lizard knocks UV off it's back and onto the ground. The cure might be in Lizard's system but it will need time for the effects to work. UV tries to fly out of the way but Lizard slams her into the ground three times after grabbing her feet. Lizard raises it's clawed arms ready to strike. Thankfully, that never comes as Majestia zooms into the battlefield and punches Lizard dow the road.

Majestia: Stay away from my daughter, Monster!

Spider-Man: Holy shit, it's Majestia!

Sparrow: Ya got that right. Which means...

As Lizard tries to get back up, he is then caught in a net by the female superhero known as Knightowl.

Knightowl: I wouldn't try to break out of that net if I were you.

Lizard hisses but then growls in pain as the cure starts to take affect. He riles in pain as he turns back into plain old Curt Conners. Majestia checks on UV.

Majestia: Are you okay, sweetie?

Uncanny Valley: I am slightly damaged but I am fine, Mother.

Majestia smiles in relief before turning to look at Spider-Man. Knightowl approaches Sparrow, who looks down in regret.

Knightowl: I saw your performance in that fight. Well done, Daughter.

Knightowl then walks over to Spider-Man, causing everyone to look on in worry. To their surprise, Knightowl offers a handshake.

Knightowl: Thank you, Spider-Man, for looking out my daughter.

Peter shakes the veteran hero's hand and smiles underneath his mask.

Spider-Man: You're welcome.

Knightowl: I can see why Cap has high hopes for you.

The heroes stay with Curt just as an ambulance arrives along with Officers Davis and Carter. We fade to later as Peter, Ava and Jess sit unmasked atop The Empire State Building. Ava sits away from the two as Peter tells his origin story to Jess.

Peter: And that was how I became a hero and the rest is history.

Jess: Wow, that is just... I'm so sorry.

Peter: No, I'm sorry for not telling you.

Jess: Hey, I get it. Us superheroes have to protect the people we love.

Jess, remembering the conversation she had with her mom, looks down in regret. Peter notices this and decides to lighten the mood.

Peter: Still, could be worse.

Jess: How?

Peter: I could've been SyFy's next best horror movie star if I gained eight extra eyes.

They all share a laugh that lasts for a minute before they calm down. Jess then gives Peter a kiss on the cheek, causing him to blush slightly.

Jess: Thank you, Peter. And I might've caused some trouble between you and Ava. I want to say sorry for that.

Peter: Hey, don't worry about it.

They two sit closer and give each other a long hug. Peter notices Ava and walks over to her. Jess looks over and winks at Ava.

Peter: Ava, I just want to-.

Ava: Peter, it was my fault. I admit that and want to apologize for my actions. It was wrong of me to talk to you like that.

Peter: Hey, we all make mistakes from time to time. It's up to us whether or not to repeat them.

The two then give each other a hug. As they start to pull away, they look into each other's eyes. Ava then slowly starts to lean towards Peter's face and he does the same. They are about to kiss when...

Uncanny Valley: There you are.

The two heroes pull back and look at Uncanny Valley at slight shock. Ava scoots away from Peter a bit.

Jess: UV!

Uncanny Valley: What? Is everything not okay?

Peter & Ava: Yes, everything's-! Hey, stop that! Cut it out! UGH!!!

Uncanny just smiles at them as we fade to a dark room where Harry, in his Hobgoblin armour, looks at a vial of OZ-2.

Shaw: Having second thoughts?

Harry: ... No, let's prepare to begin Phase 2.

Harry types in a command on a keyboard and several images appear on a computer screen. Images of Peter's teammates, with much focus on Ava and Jess, and The Gargoyles in stasis cells until the tubes are made. We cut to black.


	10. Lights, Camera, Action!

We open in The Coffee Bean where MJ is showing Peter and Ava a news report for an upcoming Spider-Man TV movie being made by Greg Wiesman and Sam Raimi.

Indy: According to sources, famous TV producer Greg Wiesman will be teaming up with Sam Raimi to bring Spider-Man to the small screen in a TV movie set to release next year. It is said that the duo will be holding auditions for the roles of Spider-Man and the main love interest. No news on who the villain will be but we do know that long time Raimi collaborator Bruce Campbell will be playing the villain. Auditions are to be held in Broadway Theatre in New York. Back to you, Jonah.

The TV is turned off and MJ looks at her friends with a huge smile on her face. Ava looks at Peter waiting to see his reaction.

Mary Jane: Well? What do you think?

Before speaking, Peter takes a really deep breath.

Peter: I only have one question. That question being... WHAT?!

Ava: It's not that bad, Peter. Plus, this could help improve your image a bit.

Peter: My image is fine, thank you very much!

Ava: Eh...

Mary Jane: Not really, after the stuff with Eddie.

Peter: Look, I am improving my crime fighting thanks to Cap. I just have trouble with my spider-sense.

Mary Jane: What do you mean you're having trouble with it?

Peter: Ava, a demonstration?

Ava nods and then slaps Peter across the back of his head as hard as she can.

Mary Jane: What?

Peter: Normally, I would have dodged that but...

Ava: Since he has hung out with me for a good while, I'm invisible to his spider-sense.

Peter: Exactly. Back to the matter at hand. How are they able to make this without asking my permission?

Mary Jane opens her mouth to answer but hesitates. Ava scratches her head as she lets out a tiny hiss.

Peter: What? Guys?

Ava: You want to tell him or should I?

Mary Jane: He'll flip out away so it's best I tell him.

Peter: Hello? I'm sitting right here.

Mary Jane: Peter, they don't need your permission. They already have permission from the person that owns your merchandizing rights.

Peter: And who has my rights?

Just as Mary Jane is about to answer, we cut outside as a crowd of people walk by the cafe.

Peter: SILVERMANE HAS HAD MY MERCHANDIZING RIGHTS FOR MONTHS AND IS USING THEM AT HIS LEISURE!!!!

Some of the people look in as Peter yells that sentence at the top of his lungs and then resume going about their daily lives. Peter breathes heavily and glares angrily at his friends.

Ava: Told you he would take the news well.

Peter: This isn't a joke, Ava! That asshole has my rights AND will eventually use them to either tarnish my reputation more than it already is!

Mary Jane: It's just one movie. Besides, name one bad film Sam Raimi has to his name.

Peter: ... I dunno, I've only watched The Evil Dead.

Mary Jane: So you have nothing to worry about, Tiger.

Peter: Fine, but I expect whoever gets the role of me to do a decent job.

Ava: You're not going with us?

Mary Jane: Yeah, I could use the support.

Peter: Sorry, but I have to go to the hospital to check on Dr. Morbius. before heading off to train to sort out my spider-sense problem. Besides, if you need me, you can call.

We fade to a warehouse where Mysterio is watching the same report and blasts the TV with magic as soon as he hears Bruce Campbell's name.

Mysterio: Those hacks! I cannot believe they would dare make a film about that wall crawling pest!

A woman hiding in the shadows watches this and decides to speak.

Woman: Why are you worrying, Quentin? You have better things to worry about right now.

Mysterio: I worry about nothing, My Lady. Ever since Strange took my powers, I have had to resort to cheap tricks again. Mysterio doesn't need tricks to get what he wants.

Woman: Well, if that were true, you wouldn't be in this mess. Would you, Quentin? Besides, it wasn't all your fault.

Mysterio: True. It was Spider-Man's fault when he stopped my plan to release my master.

Woman: OUR master. Don't you forget I owe him for bringing me back to life after so many years.

Mysterio: Of course, how could I forget when you remind me every time I mention him.

Suddenly, all the air Mysterio breathes is sucked out of him. Struggling to breathe, he grasps at the woman's long black dress. She then bends down to his level, revealing herself to be none other than...

Morgana: Just so we understand each other, Beck. I am the last of The High Priestesses of The Old Religion and I am far more powerful than you could ever hope to be. If you so much as speak out of line or try anything that goes against my plans again, I will ensure than you suffer a fate that is far worse than any death imaginable. Do you understand?

Quentin nods quickly.

Morgana: Excellent.

Quentin starts to breathe normally again.

Morgana: Now, if you can, drink this potion.

Morgana tosses a potion to Mysterio, who catches it. He removes the cork and sniffs it.

Morgana: Relax, my friend. It is not a poison but a special remedy that will restore your magic for a brief time. I trust you to use it wisely, otherwise I will need to find a new play thing to help achieve my goal.

Mysterio: And what, Lady Pendragon, would that goal be?

Morgana: [smiling] Oh, don't you worry about that. Everyone will know soon enough, once I regain my full strength. Just make sure you live long enough to see it come to fruition.

With that said, Morgana leaves the room and Mysterio takes the potion. We fade to The Broadway Theatre where the auditions are taking place. Randy, Ava and MJ wait in the row behind the main show runners. MJ is slightly nervous.

Randy: Hey, you okay?

Mary Jane: No, this is a huge deal for me. What if I overdo it? What if I flub a line when asked to start? Ava, can you help get out the door?

Ava: Relax, MJ. It's just a role. If you don't get it, you can always try out for a role as an extra.

Randy: Yeah, it's not the end of the world.

Eh, give it eleven years in this universe, Randy. Just then, the latest actor trying out for Spider-Man arrives and it's... Sigh... Tobey Maguire.

Sam Raimi: Okay, Tobey, whenever you're ready. You see the main villain holding the love of your life over the side of a bridge. What do you say?

Tobey: Don't do it, Norman! So help me, if you do it, nothing in this world will protect you from me!

Sam Raimi: And scene. Nice delivery, Tobey. Greg, your thoughts?

Greg: He's good but he doesn't really have the qualities we need for Spidey.

Sam Raimi: Well, he's definitely a good fit for Spidey's alter ego.

We cut to Morbius' hospital room for a brief bit. Peter looks up, almost as if he heard that comment Raimi made.

Peter: Hmm, I feel a disturbance in The Force.

We cut back to Broadway.

Greg: Well, you're the boss. Okay, we have one more actor for the role of Spider-Man before we move onto the love interest.

Sam Raimi: Right. Last up is... Takuya Yamashiro.

Just then, a young Japanese American Actor walks in. This is Takuya Yamashiro. He's in his early twenties, and is very easy on the eyes.

Mary Jane: He's cute.

Ava: I'll say.

Randy: MJ...

Mary Jane: Sorry, Randy, but I know cute when I see it. Besides, you're leagues above him.

Randy: Thanks, babe.

Hearing the conversation makes Ava look down for a second, wishing Peter was here. The audition begins.

Sam Raimi: Okay, Bruce, can you come on stage?

Bruce Campbell walks on stage and everyone is awestruck. You'd be too, don't lie.

Bruce: Yeah?

Sam Raimi: Bruce, can you read the villain lines this time around?

Bruce: Sure thing, Sam.

Mr. Cool takes a look at Takuya and shakes his hand.

Bruce: Hey, kid. This your first audition?

Takuya: Yeah, it is.

Bruce: My advice? Give it your all and try not to overdo it like that other kid did earlier.

As if on cue, the other kid walks down and sits beside Randy with his arms crossed. Ava is surprised to see that it's Flash Thompson.

Ava: Flash?

Flash: Don't ask.

Sam Raimi: Okay, same scene again. Whenever you're ready, guys.

Bruce: So, Spider-Man, you accepted my invitation! But you're too late! Now you will know what it feels to lose the one person you love. You took my son, I'll take your girl!

Takuya: Don't do it, Norman! There is still a chance for you to do the right thing. We have both suffered the loss of losing somebod we love.

Bruce: _This kid's good._ Take one more step and I drop Sandra! I mean it!

Takuya: Norman, if you drop her, there won't be a place for you to hide from me when I get my hands on you.

Before Raimi speaks, the ceiling explodes and Mysterio floats in unmasked.

Mysterio: Hello, Sam! Long time no see!

Sam Raimi: Quentin, what happened to you?

Mysterio: Oh, where are my manners? I am Mysterio, and I wish to end this abomination you call a film!

Mysterio blasts the stage, blowing a hole in the centre. Takuya pushes Bruce out of the way of another volley. Ava sends a message to Peter as we fade to our hero undergoing training under Black Widow. He can be seen sparring with Firestar. It seems like he gains the upper hand but Firestar blinds him with a flashbang. Peter hopes to hear her attack but she blasts him from above.

Black Widow: Enough.Angel, give us the room.

Firestar: Yes, ma'am. Sorry about that, Peter.

Spider-Man: Don't worry about it, Angel.

Black Widow: Peter, do you see where you went wrong?

Spider-Man: Yeah, I can't hear people floating in thin air.

Black Widow: This isn't a joke, kid. If you can't adapt to the situation where your spider-sense isn't available, you won't stand a chance.

Spider-Man: I get it. I just... Ugh, this training is not helping!

Black Widow: Then tell me what to do to help.

Spider-Man: Maybe get someone who can teach me how to fight without relying on my spider-sense.

Black Widow: Cap's on it but he's having trouble locating your new teacher.

Peter's phone alert goes off. He checks and reads Ava's message.

Spider-Man: Can I be excused?

Black Widow: Of course. And Peter?

Peter stops at the door.

Black Widow: Be careful.

Peter nods at her and resumes running out the door and swinging off towards Broadway. Speaking of theatres, Mysterio has Sam Raimi bound up and suspended in the air. Everyone else is chained to a chair each.

Mysterio: Now, Mr. Raimi, I believe we were gonna come to an agreement.

Sam Raimi: Beck, you're mad if you think I'll consider hiring you as the villain of my movie!

Mysterio: I don't think myself as mad, more like ambitious.

Spider-Man: [hanging onto the destroyed ceiling] Hey, dude, can I use your entrance to come in? I really don't want to cause any more property damage.

Mysterio: Spider-Man!

Spider-Man: Bubbler!

Mysterio: What? No, I'm Mysterio!

Spider-Man: No, I'm pretty sure it was Bubbler. Either that or Hypno Hustler.

Mysterio: HOW DARE YOU COMPARE ME TO THAT LOW LIFE!

Mysterio starts blasting at Peter, who dodges most of them. Mysterio tackles the hero and thrashes him with a mystic barrage, sending the young boy into the stage.

Spider-Man: Owie.

Peter then gets dragged out of sight before Mysterio finds him. Mysterio looks for Spidey before giving up. Peter, meanwhile, wakes up to the sight of another guy dressed as Spider-Man.

"Spider-Man": You okay, Spidey?

Spider-Man: Yeah, just give me a second or two. Man, Mysterio packs a meaner punch than last time. Who are you, a clone? Chameleon? Clomeleon?

Takuya: [removing the mask] Takuya Yamashiro, just an actor and a big fan.

Spider-Man: I'm honoured?

Takuya: You may not remember but you saved my cousin, Kendrick, once when you fought some weirdo called Humbug. When he told me about this movie being made, I knew I wanted to impress him and try and get the part of Spider-Man.

Spider-Man: You doing this for your cousin?

Takuya: Would you not do the same?

Spider-Man: Yeah, in a heartbeat. Okay, Mr. Yamashiro, I may need your help with this one. Can I count on you?

Takuya: What do I need to do?

We cut to Mysterio using magic to slowly brainwash Sam Raimi. Ava struggles to free herself but the chains wrapped around her tighten.

Mysterio: Young lady, do not struggle. Those chains are unbreakable and tighten each time you try to free yourself.

Ava: So you're willing to kill a bunch of kids just to restart your failed career?!

Randy: Ava, maybe it's not a good idea to antagonize the supervillain.

Mysterio: Listen to your friend.

???: BUBBLER!

Everyone looks to see Spider-Man walk towards him. Peter charges and web strikes Mysterio. Before he can land another strike, Mysterio shoots a beam at his back, which sends Peter slamming into the ground.

Mysterio: Anyone else?

Mysterio resumes casting his spell.

Flash: Looks like we're gonna die. I have always regretted picking on Peter Parker.

Randy: Dude, you're doing this now?

Flash: Yeah, it's a thing people do.

Mary Jane: I had an unused fake ID card.

Bruce: I never understood the ending of LOST.

Randy: I have all the issues of Captain America's comic book from The Forties on a thumb drive.

Bruce: Groovy.

Flash: Send me a copy.

Ava: ... I'm in love with Spider-Man.

Mysterio stops his spell and looks at Ava in confusion. Everyone else stares at her as well.

Ava: What? I thought we were sharing.

"Spider-Man": Hey, Mysterio! Eat web!

Just then, cue "Spider-Man" throwing a bola at Mysterio, which send him down to the ground so thatthe real Spider-Man runs up to drop kick the villain and finish him off with a double uppercut. We fade to Mysterio restrained and places into a prison truck that dampens his powers. The two Spider-Men approach Mysterio before he's taken away.

Mysterio: How, Spider-Man? How did you do it?

Spider-Man: The oldest trick in stage magic.

Takuya: [unmasking] Misdirection.

Mysterio: Colour me impressed, young man. Ever thought of becoming a magician?

Takuya: Once. Didn't get the hang of the card trick.

With that exchange over, Mysterio is taken to jail. Peter checks on Ava and the others.

Spider-Man: You okay, Miss?

Ava: I'm fine, Spider-Man.

Flash: Spider-Man, that was awesome! I didn't think we would've survived if not for you.

Spider-Man: Well, Flash, I couldn't have done it alone. Mr. Raimi!

Sam Raimi: Yes?

Spider-Man: You want my advice on your film? [points to Takuya] Hire that guy. He has proven himself to be a good actor to play Spider-Man.

Sam Raimi: Mr. Yamashiro, can you come here?

Takuya walks over and is given a copy of the movie script.

Sam Raimi: Congratulations, Kid. You're gonna be Spider-Man.

Mary Jane: Well done.

Flash: You deserve it.

Randy: Good luck.

Takuya looks to Spider-Man, who gives him a nod.

Takuya: Any advice, Spider-Man?

Spider-Man: Just be the Spider-Man you want to be.

Takuya: Thank you. I'll do my best to make you proud on TV.

Spider-Man: You already have.

With that said, Peter leaps to the roof.

Spider-Man: And Mr. Wiesman? Mr. Raimi? Good luck.

Greg Wiesman: Thank you.

Sam Raimi: Thank you.

Spider-Man: And Bruce? Big fan, do a good job!

After saying that, Peter swings off. In a brief montage, we see the auditions for the love interest that Peter shows up for. The likes of Scarlett Johansson, Kate Mara, and Zoe Kravitz try out for the part but, in the end, Mary Jane comes out with the role. Later that evening in Peter's bedroom, Peter and Ava watch the trailer on YouTube.

Announcer: **_From Sam Raimi and Greg Wiesman, comes an all new film experience like never before! Starring Takuya Yamashiro, Mary Jane Watson, and Bruce Campbell as The Green Goblin!_** _ **Spider-Man: The Web Warrior! Witness the birth of a legend! Coming soon to ABC!**_

Peter: I'm glad MJ got the part.

Ava: Same, she was really good in the audition. Have to say, the movie looks a bit better than I hoped it would be.

Peter: Yeah, and it was a good thing I was there to stop Mysterio from ruining everything.

Ava: I'm surprised that actor helped you.

Peter: I didn't see it coming either-.

Just as Peter reaches over to hit the replay button, he feels a sharp pain in his back.

Peter: OW!

Ava: You got hurt? Let me see!

Peter raises his shirt to show a huge scar on his back.

Peter: How bad?

Ava: I'm no doctor but I wouldn't recommend going to the beach anytime soon.

Peter: Oh, it's that bad? Eh, I never wanted to be a model anyway.

Ava laughs at that as she puts pressure on the area that's bleeding still. Peter puts his hand on hers, causing her to stiffen a bit. He turns around to face her. Ava's heart beat quickens slightly as Peter looks in her eyes.

Ava: Did I hurt you?

Peter: No. You could never hurt me.

They both stare at each other before they share a kiss. They then share another kiss before they lie back on the bed with Peter on top. Peter removes his shirt as their passion increases while Ava removes her trousers. Ava then raises her legs and wraps her arms around Peter's neck. After a few more seconds however, Peter pulls away.

Peter: Wait, stop. Ava, I can't.

Ava: It's okay, I want to.

Peter: No, I mean I'm not ready to have another girlfriend yet.

Ava: Why?

Peter sits up, with Ava following suit.

Peter: Because... *sigh*

Ava: You still love Gwen.

Ava gets her trousers and puts them back on.

Peter: I am so sorry, Ava.

Ava: No, I understand. I shouldn't have done that. Just know that I'm still there for you when you're ready.

With that said, Ava climbs out his window and heads for home. Peter lies down, conflicted and tired. Ava, meanwhile, stops at the roof of the house opposite Peter's home. A tear runs down her face as she lets out a sigh. She resumes her run for home. Just as she enters her room, she notices the lights in the living room are still on. She slowly walks in to investigate... and sees Hobgoblin holding his sword at her mom's neck.

Hobgoblin: Hello, Miss Ayala. Or should I say White Tiger. We need to have a little chat about your friend Peter Parker.

We cut to black.


	11. Hobgoblin Returns Part 1

We open with Jess just coming out of the shower. She wraps herself up in a towel before heading to her room. Halfway, she's greeted by Olympia.

Olympia: Jess.

Jess: Hey, Ly, I am sorry for my attitude yesterday. It wasn't called for.

Olympia: Don't worry about that. How are things between your friends?

Jess: They have gotten slightly better.

Olympia: Aeon tells me you're playing matchmaker with Spider-Man and White Tiger.

Jess: Well, somebody has to.

Olympia: You should not get involved and let them get together naturally.

Jess: Now where's the fun in that? If I recall, it's how you and Mom met.

Olympia: Well, that's true. Shame it took forever for things to get more fun.

Jess: Whoa, too much information.

They laugh. Jess heads into her room and her phone goes off. It's a call from Peter.

Jess: Hello?

Peter: **Jess, you ever say something that hurts someone you know and don't realise it until after you say it?**

Jess: That's... oddly specific, Pete. Why? What happened?

Peter: **Nothing. I just... almost did it with Ava.**

Jess: Did what?

Peter: **Y'know...**

Jess: Oh. Oooooooh! That. You guys almost did that. Wait, almost? What happened?

Peter: **I said I couldn't go through with it because I still have feelings for Gwen. I think I hurt her when I said so.**

Jess: And you're first move was to ring me to tell me that you got cold feet before getting it on with Ava instead of ringing Ava and apologizing?

Peter: **I don't want to ring her right now. Her mom is more than likely to pick up.**

Jess: Her mom. Using the cell phone of a fifteen year old girl to talk to a fifteen year old boy?

Peter: **Yeah because she'll kill me if she finds out.**

Jess: I've met Ava's mom, and I have never seen her pissed off at anyone.

Then, Aeon bursts in through Jess' bedroom door in a panic.

Aeon: Jess, we need to go now!

Jess: Aeon, I'm on the phone!

Aeon: With Peter. Tell him to suit up!

Jess: Wha? Why?

Aeon: Ava Ayala is in danger! Hurry!!!

Aeon transforms into Uncanny Valley and flies out Jess' window. Jess transforms into Sparrow and leaps after her sister.

Peter: **Jess, what's going on?**

Sparrow: Meet us at Ava's place, Peter. UV says something's wrong.

As Sparrow runs, we cut to Ava's living room. She stands still in terror as Hobgoblin moves his blade closer to Angela's neck.

Ava: WAIT! Don't! Whatever you want, I'll cooperate.

Hobgoblin: Good. That's all I ask, Little Cub. I want you to text Peter and let him know what's going on.

Angela: Ava, don't do it!

Ava: ... Fine, Hobgoblin.

Ava gets out her phone and starts to type the message. Angela shakes her head repeatedly.

Ava: Sorry, Mom. I can't lose you too.

Angela: How do you think I feel?

Ava has finished typing her text message, looks at Hobgoblin, and hits send.

Ava: It's done.

Hobgoblin, glares for ten seconds, before moving the blade away from Angela's throat and walking away with a grin on his face.

Hobgoblin: There. That wasn't so hard, Ava.

Angela: What is going on here, Ava?

Hobgoblin, What's going on, Mommy, is that your daughter's boyfriend is Spider-Man and I have so many things to say to him before I'm finished.

Angela: What? Peter?

Hobgoblin: *mock gasping* Ava, how could you not tell your mommy that you're hanging out with a dangerous vigilante? That simply won't do. For doing something like that, you need to be punished.

Hobgoblin then runs up to Ava,pulls out a knife, and stabs her in the left side of her body, right below her rib cage.

Angela: NOOOO!!!

This is when Uncanny arrives, zooms in, and tackles Hobgoblin. She punches him repeatedly in the face before he throws her off. He tries to stand back up but receives multiple gun shots to the chest from Angela, who has her gun out. Sparrow arrives and kicks Hobby right in the forehead.

Hobgoblin: Oh, you hit good for a girl.

Sparrow: Trust me when I say that's a warm up, you bastard!

Hobgoblin: I trust you.

He then trips her up, runs past & shoving Angela into a wall, and flies out of the apartment via Ava's bedroom window. This is when Spider-Man tackles him, causing them to crash land onto a nearby rooftop. Peter grabs him by the collar and throws him against the fire escape, damaging the wings on the suit. Peter punches the villain in the stomach, lands an uppercut to the forehead, and prepares for a full beat down. Hobgoblin takes that opportunity to knee our hero in the groin and punch him across the rooftop, landing near the edge. Hobgoblin begins to take flight again but Peter fires a web line. Peter uses his last strength to hold Hobby but hears Sparrow yelling.

Sparrow: Spidey, get over here now! We need help!

Peter looks at Hobgoblin, who slices the web line off his armour and flies away towards Times Square. Peter gets up and heads into the apartment. To his horror, he sees Ava on the ground clutching her wound while UV injects a pain relief serum.

Spider-Man: AVA!

Ava coughs a bit as she puts pressure on her wound. Peter gets a towel and places it over her wound. Ava groans in pain.

Ava: Peter, did you get him?

Peter: [unmasking] Not while people I care for need help.

Ava: Heh, that's one way to get a girl's attention. Points for trying.

Ava then goes to sleep.

Peter: UV, her pulse is getting weak.

Uncanny Valley: I gave her a serum to ease the pain but she'll need proper attention.

Peter: Thanks. Sparrow, how's-?

Before he finishes his question, Angela walks up and punches Peter across the jaw.

Angela: Stay the fuck away from my daughter! This is your fault!

Sparrow: Ma'am, we only want to help your daughter.

Angela: Well, you've done a bang up job so far!

Uncanny Valley: Arguing will not help Ava receive medical attention. If we act now, there is a chance she can be saved. I can get her to a hospital faster than your car.

Angela: Thank you.

Uncanny picks up Ava in a bridal position and flies off towards the nearest hospital. Sparrow looks at Peter, who nods for her to go. Sparrow leaps out the window, pulls out a skateboard, and rolls down the street after UV. Angela stands in silence before taking a really deep breath. She gets her jacket and heads for the door. Peter takes this moment to speak.

Peter: Ms. del Toro, I-.

Angela: Stay away from Ava. I mean it, Peter. I need to make sure she gets there okay.

Angela walks out the door, leaving Peter to wallow in guilt. He drops to his knees and stares hopelessly at the ground. This goes on for a few more minutes before Steve walks in.

Steve: What happened?

Peter: They were right. Venom, Hobgoblin, Harry, Jameson. They were right all along. I'm nothing but a menace to those I care for.

Steve: Peter, you're anything but a menace. Sure, you can be wreckless but you're a fifteen year old kid. 

Peter: Steve, this isn't making me feel any better. Ava has to go to the hospital because of me!

Steve: She's tough, Peter. If any of you can pull through the stuff you've endured, it's you and her.

Before this escalates into an argument, an explosion goes off in the area of Harlem. Peter just runs past Cap and swings off to the source of the explosion.

Steve: Don't let this drag you down, kid.

Meanwhile, at Aunt May's house, May is watching a news report about Ava arriving at the hospital.

Aunt May: My God. That's Peter's friend.

Aunt May then grabs the house keys and prepares to head out the door. She opens the door and is greeted by...

Harry: Hello, Aunt May. I need your help.

Harry transforms in front of May. She screams as we cut to Peter arriving at The Harlem Ruins. He walks slowly, keeping his guard up at all times. A fireball lands near his feet and sends him flying down the way. Peter gets up and glares at the approaching Hobgoblin.

Hobgoblin: Hello, pal. So glad you could make it.

Spider-Man doesn't say a word.

Hobgoblin: What, no witty retort? No terrible joke after terrible joke? You know this all could have been avoided if you were more honest with the people in your lives. Me especially. But you neglected them just to try and protect them, and all that did was cause more harm than good. Some hero you turned out to be.

Spider-Man still doesn't speak.

Hobgoblin: What's wrong, Spidey? Tiger got your tongue?

This is when Peter snaps and tackles Hobgoblin. Hobgoblin grabs Peter by the back of the neck and throws him into a pillar, smashing right through it. Peter gets up, only to get rugby tackled and slammed into a wall. Hobgoblin readies to behead our hero with his sword but Peter shoots webs into the villain's eyes. and leaps out of sight. Hobgoblin roars as he rips off the webbing and looks for his quarry.

Hobgoblin: Hiding again, buddy?! 

Spider-Man: We're not buddies, you psycho!

Hobgoblin: That's right, you lost the right to call me that anyway!

Peter, before leaping down on his enemy, freezes after hearing that sentence.

Spider-Man: What?

Hobgoblin, using his ears to pinpoint Peter's location, throws two fireballs at Peter. Peter is knocked back by the force of both projectiles as a grappling rope latches around his legs. Peter hits the ground as Hobby leaps to ram his sword through the hero's chest. Peter rolls out of the way and kicks the villain in the face. Hobgoblin grabs our hero's legs and swings him around before letting go and Peter rams through a window. Peter hits the ground hard, causing a few ribs to break. Hobby leaps into the air and lands beside Peter. The villain gives one last grin before raising his sword to behead Peter this time. Hobgoblin, however, starts to lose his form and riles in pain. Our hero breaks out of the rope, kick Hobgoblin in the groin, and punch him with all his might to make the villain go down. Peter steps away from the cured Hobgoblin, who is revealed to be...

Spider-Man: Flash?

Flash: Uuuuuugghhhhhh... What happened? Spider-Man?

Spider-Man: Flash, why did you-?

Flash: Spidey, where am I? Why am I wearing Hobgoblin's tacky suit?

Spider-Man: Flash, you attacked Ava. She's in the hospital because of you! Are trying to tell me you just forgot you did that?!

Flash: I did what? Spidey, listen. The only thing I remember was after the auditions for that Spider-Man movie, I was attacked by Hobgoblin. After that, nothing.

Spider-Man: You're lying.

Flash: I am being 100% honest with you right now. Hobgoblin is still out there and framed me for whatever I did to Ava-. LOOK OUT!

Flash runs up, pushes Spider-Man out of the way of a fireball, and takes the full force of the blast. Flash slams through a wall as Peter looks up to see Hobgoblin laughing like a maniac.

Hobgoblin: I knew that twat would keep you busy until I got who I needed, Spidey!

Hobgoblin reveals that he has Aunt May gagged and tied up. This changes Peter's expression from anger to fear.

Spider-Man: LET HER GO!!!

Hobgoblin: Really? In mid air? No, I think I'll hold onto her for a little while longer until you figure out who I am!

Hobgoblin flies off with Aunt May in tow. Peter leaps to web swing after him... but has run out of web fluid. All he can do is watch in horror.

Spider-Man: AUNT MAY!!!

Peter curses and punches the ground repeatedly as we fade to Ava's hospital room. Angela walks in just as Claire Temple finishes up.

Angela: How is she?

Claire: She's fine, Ms. del Toro. We're lucky that hero brought her here before we lost her. She's sleeping now so best to let her rest up.

Angela: Thank you, Claire.

Claire: Let us know if there's any change in her condition. Sha Shan, let's leave them be.

Claire and her trainee nurse walk out of the room as Angela sits beside her daughter. Angela squeezes Ava's hand tight as she lets out a soft moan.

Angela: I'm here, honey. It'll be okay.

She then gets out her phone and rings the phone number of Matt Bluestone. After eight seconds, Matt picks up.

Matt Bluestone: **Hello?**

Angela: Matt, where are you right now?

Matt Bluestone: **I'm at HQ. Why? What happened? Should I get Elisa?**

Angela: No, I don't need to bother her.

The conflicted and concerned woman takes another look at her daughter before saying the one thing she will regret doing later on in the story.

Angela: I need you to write up an arrrest warrant for Spider-Man.

We cut to black.


	12. Hobgoblin Returns Part 2

We open with Peter arriving at the hospital with Flash, who's still unconscious, in tow. Jefferson Davis greets Peter as he lands.

Spider-Man: This kid got hurt badly, Officer. He needs help, now.

Jefferson: What happened?

Spider-Man: Took a hit for me when I fought Hobgoblin. The real one.

Jefferson: I'll see to it he gets the best help, Spidey. Then inform his relatives.

Spider-Man: Thank you. He's one of the good ones.

Peter web zips then runs up the building, landing on the roof of the hospital and meeting with Sparrow and Uncanny Valley. As Jeff hands Flash over to a nurse, he receives a call on his walkie talkie.

Matt Bluestone: **Attention all units, Captain del Toro has issued a arrest warrant for Spider-Man. If you see the target, capture on sight.**

Jefferson: [confused] Say again, Matt?

We cut to the roof, in the middle of the conversation between the three young heroes.

Sparrow: Was that Flash?

Spider-Man: Yeah, long story. Good news, Ned isn't Hobgoblin. He really was set up by someone else.

Uncanny Valley: That's excellent news, Peter. I shall upload the info to Commissioner Maza.

Spider-Man: Jess, how's Ava?

Sparrow: Ava's fine. She's just sleeping. Her mother is seeing her now, according to UV. Might've mentioned you a couple of times as she slept.

Spider-Man: Thank you. Both of you. How is UV able to-?

Sparrow: She hacked into the CCTV cameras.

Spider-Man: I have so many questions to what you just said.

UV then gasps and looks at Peter.

Uncanny Valley: Peter, you have to go. Now!

Spider-Man: What? UV, what are you-?

Uncanny Valley: Run! Hide!

Spider-Man: I don't understand-.

Uncanny Valley: Ava's mother has just issued an arrest warrant for Spider-Man!

Sparrow: She what?! She can't do that!

Uncanny Valley: She's the captain of The NYPD, giving her the right to do so! I am so sorry we weren't there for Ava sooner! Run, Peter! Run!

Peter then runs and web swings away from the area just as a group of officer bust through the door accessing the roof.

Jefferson: FREEZE!

Sparrow: UV, LET'S GO!

UV takes flight and Sparrow grabs her arms as they fly away. Jefferson sighs as Angela arrives. She takes it well.

Angela: Put all units on alert. Have men stationed inside the building and outside my daughter's room. Nobody gets in or out, Jeff. Nobody. And not a word of this to Elisa.

Jefferson: You're going against the commissioner, Chief? This won't end well if you go through with it.

Angela: I don't care. Spider-Man got my baby girl hurt, and I want him to answer for it.

Angela walks inside as we fade to Peter arriving at XanaTronics, out of breath. David runs out to greet him.

Xanatos: Peter, what's going on?

Peter: [unmasking] Ava & Flash are in the hospital, Hobgoblin has May, and Angela del Toro is after my head.

Xanatos: Get inside and take that suit off. Quickly.

Once inside, Peter is given a hug mug of tea. After a while, he explains everything to David in full detail.

Xanatos: That explains your question to Dario.

Peter: I needed to know they were honest. To my surprise, they were.

Xanatos: And what about Hobgoblin? How are you going to find him?

That question makes Peter remember the last conversation he had with Harry, especially the part where Harry said Peter lost the right to call him "buddy".

Peter: Harry. Harry is Hobgoblin. It's been him the entire time and I couldn't see it!

Xanatos: Calm down.

Peter: He has May, David! She's in this because of me!

Xanatos: And we'll rescue her but you can't just rush in without a plan or back up.

Peter: Who said I had no plan? Coming here is the first part of it.

Xanatos: What? Why come here?

Peter: Let me answer that question with a question. Where is The Iron Spider?

Walking out onto the roof as thunder rumbles above, Peter wears a gold spider around his chest. He pushes the head and he becomes covered in nanobots, which form the suit known as The Iron Spider. He runs and leaps off the roof, free falling towards the ground. Just as he's about to crash into he roof of the nearest building, he activates the web wings and glides across the city.

Spider-Man: David, I like these upgrades.

Xanatos: Thanks. I had a lot of time to add them after the Venom fiasco.

Spider-Man: Them? There's more than just the web wings?

Xanatos: Yup. Hopefully you won't need them. They will activate if you're in bad shape.

Spider-Man: [firing a web line to swing] Good to know. I'm coming up on Harry's penthouse now. Call you back.

Peter hangs up. In David's office, Xanatos thinks to himself in concern just as Owen walks in.

Owen: Mr. Xanatos, is everything alright?

Xanatos: No, Owen, it's not. Call Kaine and tell him his brother needs help.

Owen: I already did as soon as Mr. Parker arrived.

Xanatos: Good. That'll be all, Owen.

Owen leaves as David picks up the phone to call Steve.

Xanatos: Steve, we have a problem.

Steve: **I know. Sparrow and Uncanny Valley have already told me. I'm already preparing to assist Peter.**

Xanatos: [sticking on the TV] Do me a favour? Make it quick.

We pan over to the TV to see every police car of The NYPD chasing after Spider-Man. We cut to Peter walking into Harry's living room via the balchony. He leaps to the ceiling and crawls across to head into Harry's office. He leaps down and opens the door. As soon as he walks in, he feels the sword of Hobgoblin ram into his right shoulder.

Spider-Man: ARGH!!!

He is then punched out of the room by a pissed off Hobgoblin. Despite the pain, Peter stands up to face his foe.

Hobgoblin: You think you can waltz into my home and not expect me to be prepared?

Spider-Man: Counted on it.

Peter shoots an impact web grenade, covering Hobgoblin in impact webbing. Peter then proceeds to throw punch after punch, kick after kick, and finishing things off with a headbutt before throwing Hobgoblin into a suit of medieval knight armour. As Peter walks over, Hobgoblin recovers and kicks our hero in the face causing the mask to come off. Peter regains his footing.

Hobgoblin: Look at you. Have to admit, I like the scars on your cheek. Really make you look like a "hero". I think we should even it out now you know.

With that said, Hobgoblin changes back into his true identity.

Peter: Harry.

Harry: Yes.

Peter: We don't have to do this.

Harry: The last couple of times you fought my decoys say otherwise.

Peter: Listen, The OZ is twisting your mental state.

Harry: Oh, you're worried about my health? A bit late for that when you kept a huge secret like this from me and Scarlet Spider turned my dad into a potato.

Peter: Where is my aunt?

Harry: I'd worry about yourself right now.

Harry throws smoke pellets into Peter's face, blinding the hero. Peter gets grabbed and thrown into a wall, followed by Harry proceeding with a beat down. Peter tries to counter each move, but gets countered by a counter each time. Harry lands a punch that forces Peter through a wall, landing in the middle of the living room. Peter pulls out his mask and sticks it on. Harry leaps towards Peter but is attacked by two arms that emerge from Peter's back, which are similar to the legs of a spider. Two more emerge and Peter crawls away as Harry gives chase. They reach the balchony with Peter on the ground and Harry standing over him. Harry points the sword at Peter's neck, ready to end it.

Spider-Man: Harry, please. You're my friend. If that ever meant anything to you, prove it now.

Harry raises his blade but hesitates. Peter can see that Harry is shaking.

Harry: Peter, I can't... You are responsible for everything!

Spider-Man: I know, and I'll do everything I can to make it up to you.

Harry slowly lowers the blade but Shaw appears over his shoulder.

Shaw: He's at your mercy Harry. Kill him.

Harry: Why should I kill him? He's defenceless.

Peter looks confused.

Spider-Man: Harry, who are you talking to?

Harry: Shaw. Shaw, tell him?

Shaw: He can't see or hear me, pal. 

Spider-Man: Ask Shaw what's going on?

Harry: Tell me. What's going on?

Shaw: Why ask me? You know what Spider-Man did.

Harry: Peter is Spider-Man.

Spider-Man: Yes, I'm Spider-Man and I want to help you.

Harry: Help me? What's wrong with me?

Shaw: Nothing's wrong with you.

Spider-Man: You took The OZ Formula and tried to kill me & our friends.

Harry: I what?

Shaw: Remember the plan, Harry. You're letting Parker confuse you!

Spider-Man: Ava and Flash are in the hospital right now because of you.

Harry: No, I didn't mean to...

Shaw: Yes, you did! It's was to ensure Spider-Man suffered like us!

Spider-Man: Listen to what I'm saying, Harry. I have a cure to fix this, and then we can get you help.

Shaw: Don't listen to him, Harry! Think about your father, Harry! The night he became The Goblin!

Harry: Father, Goblin?

Spider-Man: Norman is The Goblin, yes. Tell me the truth right here and now. Where is Aunt May?

Harry: May? Aunt May? Mommy?

Shaw: Stop listening to him, Harry! Remember that night, now!

Harry: Shut up!

Spider-Man: What?

Shaw: Not until you remember what happened!

Haryy: Stop talking!!

Shaw: You were there that night and forgotten that once Father sent you away on that trip!

Spider-Man: Where is my aunt?!

Harry: SHUT UP!!!

Shaw: REMEMBER!!!

Harry sees flashes of something he had forgotten. Images of his dad transforming into The Goblin for the first time as Stromm watches in horror, seeing a therapist about repressing memories, the explosion that resulted in Norman fully becoming The Goblin, and droplets of The OZ Formula going into Harry's mouth as he's pushed back by the force of the explosion of Goblin's first transformation. In the present, Harry begins burning up as he fully remembers everything.

Harry: CELLLLLLLLLAAAAAAAAAAAAARRRRRRRRRRRRRRRR DOOOOOOOOOOOOOOOOOOOOORRRRRRRRRRRRRRRRRRRR!!!

Peter watches in horror as his friend slowly gets bigger, horns begin growing on the back of his head, his skin begins to get covered in brown and gold scales, his nose disappears, his teeth becoming fangs, his eyes turning into a bright yellow colour, and fire begins spread from his back to his arms. The creature glares at Peter in anger. Harry Osborne is gone. In his place stands...

Hobgoblin: RRRRRROOOOOOOOOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRR!!!

Spider-Man: Harry!

Hobgoblin snarls and punches Peter off the building and down towards the ground. Peter uses his web wings again to avoid crashing into the middle of the street. Just as he reaches a rooftop, Hobgoblin tackles him and they crash onto the roof. Hobgoblin roars victoriously as Peter struggles to stand up again.

Spider-Man: Harry, don't do this! I can get you help!

Hobgoblin: RRRRROOOOOOOAAAAAAAAAAAARRRRRRRR!!!

Spider-Man:This isn't the right way to do this, Harry. I know you can understand me. You can, can't you.

Hobgoblin just glares without saying a word. Peter walks over slowly, raising a hand towards the monster that is his friend.

Spider-Man: Please, Harry. I know you've done all this for revenge. I've been there. Will doing this help your dad?

Hobgoblin's eyes widen hearing that. It then looks down in thought as Peter is now too close to the monster.

Spider-Man: Let me help you. Please. What do you say, Harry?

Hobgoblin: [raising a hand slowly] Hhhhhaaaaaarrrrrryyyyy Ossssssbooooooorrrrrnnnnneeeeee... IIIIIIIIIIISSSSSSSSSSSSSS GOOOOOOOOONNNNNEEEEEEEE!!!

This is when Hobgoblin reaches for the symbol surrounding The Iron Spider Armour and rips it off. Thankfully, Peter's costume was on underneath the armour. The creature then tries to burn Peter with a flaming fist, only for our hero to hold it back with the last bit of strength he has left.

Hobgoblin: OOOOOOONLY HOOOOOOBGOOOOOBLIIIIIIIIN!!!

Spider-Man: I don't want to do this but you give me little choice.

Peter attempts to kick his friend in the face but Hobgoblin grabs his leg, burns it with his burning hand, and slams the hero into the roof. He then leaps into the air and throws Peter down into an alleyway. Hobgoblin roars again in victory as Peter doesn't make a move this time due to the pain from his injuries catching up to him. Before Hobgoblin advances down, The police arrive and move into the alleyway where Peter lies. Hobgoblin lets out a dark chuckle as he leaps away from the scene to an unknown location. Peter, wozzy, looks up to himself surrounded by The NYPD. Angela gets out of a car and walks over.

Spider-Man: Harry... Got away... Hobgoblin... Harry is... What...

Angela: Spider-Man, I am arresting you for endangering the safety of every citizen in New York.

As Angela reaches for a pair of handcuffs, Peter blacks out due to blood loss. We cut to black.


	13. Spider-Man Behind Bars

We open just outside New York. Hobgoblin lands in a large field, panting like mad. He takes two more steps before passing out. Shaw magically appears beside the monster.

Shaw: Welcome home.

A keypad emerges and Shaw inputs the code USM-76, causing part of the ground to open and reveal a stairway into a secret underground lab. This is when Hobgoblin starts to stir.

Shaw: Good. You're awake, Harry.

Hobgoblin: What happened? Where am I? [looks at his arms] What the hell? What happened to me? Shaw?

Shaw: Harry, calm down.

Hobgoblin: Shaw, what the hell did you do to me?!?!

Shaw: Cellar Door!

Hobgoblin roars in pain as Harry's personality changes back to the one he had when he fought Peter.

Shaw: Harry?

Hobgoblin: Assssssssleep. Hobgoblin issssss in the housssssssse.

Shaw: Good. We're at the lab your father made for you when the time came to release you.

Hobgoblin: Exccccccellent. Let'ssssssss begin Phassssssssssse 2.

The monster and his imaginary friend walk down the stairs into the lab filled with vials containing The OZ-2 Formula, goblin sized body armour, and a glider.

Hobgoblin: Yesssssssssssss, thissssssssss will be of great help againssssssssst Sssssssssssssspider-Man! But firssssssssst, I need to get a couple of hisssssss friendssssssss.

Speaking of Spider-Man, we cut to Peter waking up in the bed of a special jail cell. He looks to see his arm is bandaged but he can still feel the pain as he tries to sit up. To his shock, he is unmasked and he's not alone as he notices Angela inspecting his mask.

Angela: Good, you're awake.

Peter: Ow!

Angela: You took one hell of a beating, Parker. I'm surprised you're still breathing.

Peter notices a camera in every corner of the room and terror fills his face. Angela smiles at that reaction, almost finding it cute.

Angela: Relax, the cameras are off. For now.

Spider-Man: Ms. del Toro, where am I?

Angela: Police station.

Spider-Man: What? Why am I here? Where is Harry?

Angela: Harry? As in Harry Osborne? Is that another one of your hero friends?

Spider-Man: No. it's him. He is Hobgoblin. He has been since the gala last month, framing people like Ned Leeds to save face. He's now a full on monster like his father. He has my aunt somewhere, and I need to get out of this cell and find him before anything else happens.

Angela: *sigh* I'd love to help you, Peter. I really would. Unfortunately, your actions put my daughter in the hospital and THAT is something I can't let slide! I'd be breaking the law if I just let a criminal go free, especially you.

Spider-Man: Ms. del Toro, I swear I would never hurt Ava in any-!

Angela: DON'T SAY HER NAME! Don't even think about her because you're to go nowhere near her! In fact, you won't be going anywhere. So get comfy because this is your new home.

She tosses his mask into the cell and heads for the door. She stops as she opens it.

Angela: Oh, and don't worry about Osborne. My men will find him and bring him in.

Spider-Man: No, listen to me! Your men won't survive fighting Harry Osborne! LISTEN TO ME!!!

The door closes and, putting on his mask quickly, Peter drops to the ground in defeat and regret.

Spider-Man: I'm sorry.

We cut to a meeting between Elisa and Barbara in City Hall.

Barbara: What do you think?

Elisa: I think that it's a risk we shouldn't take. You know about the rumours concerning Roxxon.

Barbara: Rumours that have yet to be proven by the right people. It has taken Jameson and Robertson years to find anything.

Elisa: The Sandman incident from last year!

Barbara: That was revealed to be some rogue faction trying to create their own super soldier.

Elisa: According to their chief of staff who was fired the next day.

Barbara: What would you have me do? Say no just because of some trust issues with The Police Commissioner? Elisa, the city needs to work together now more than ever after what happened with Stark.

Elisa: *sigh* I may not like it but I'll respect your decision, Barb.

Barbara: Thank you.

Just then, Jefferson barges into the office, startling the two women.

Jefferson: Elisa, Angela just arrested Spider-Man.

Elisa: She did what?! Madam Mayor, you'll have to excuse me.

Barbara: Of course.

Elisa runs out the door with Jefferson close behind. We fade to outside the precinct to a building across the street. Steve, Jess, and Uncanny Valley look at the building using see through goggles.

Sparrow: Hmm... That's a lot of cops.

Uncanny Valley: Well, it is a police station so there would be a huge amount of police officers.

Sparrow: Ugh, UV...

Uncanny Valley: What? It's true.

Steve: Okay, we are not forcing our way in or fighting people that protect this city. Ideas?

Falcon lands in front of them.

Falcon: Just did another sweep. Men are stationed at every entrance and vent shaft. No way in or out. Shame Nat didn't come with us.

Steve: You know our guest needs an update on the situation.

Falcon: Yeah, I know. Now, I wish he'd have come with us to break Spider-Man out.

Sparrow: Bad idea giving his family's history with the law.

Steve: So we just sit here and wait for an opportunity.

Uncanny Valley: Sir, an opportunity has presented itself. The commissioner has arrived.

We cut to inside Angela's office as Elisa walks past every officer and barges into the office while Angela looks at her friend unfazed. I think Elisa is taking the news of Spider-Man's arrest pretty well.

Elisa: Angela, what the hell are you doing?!

Angela: Protecting the city from all known criminals and vigilantes. That was in my job description.

Elisa: Spider-Man is a hero to the people and you just locked him up?!

Angela: A hero? A hero would have captured that villain when he had the opportunity to do so three times in the past! A hero would not keep secrets from the people he is proclaiming he protects! A hero wouldn't have let a supervillain stab my daughter in above her waist! 

Elisa: That isn't his fault and you know it!

Angela: [walking past Elisa to walk out of her office] Why are you defending him?!

Elisa: He's just a kid!

As soon as she heard that sentence, Angela turns back in shock and anger.

Angela: How long did you know he's Spider-Man?

Elisa: Angela, please.

Angela: Don't give me that shit, Elisa! How long did you know?

Elisa: ... Since the beginning of the year after The Skrull Invasion.

Angela's cool has finally gone now after hearing what her friend just said. She then speaks through gritted teeth.

Angela: Ava is in the hospital because of HIM! Some people have DIED because of HIM! I am NOT gonna let him go just because he's a kid!

Elisa: And more people will die if you keep him here! If you won't do it for me, do it for Ava!

Angela looks ready to murder someone after hearing her daughter's name again. Elisa continues despite that.

Elisa: You know as well as I do that she has feelings for him. She won't admit it to us but she does and they are gonna get stronger with each day. If you keep him locked up, she will hold that against you for a long time.

Angela: I'm prepared to live with that. He is not getting released, not by me or you. If you'll excuse me, I have to check up on my daughter.

She walks out of the room, leaving Elisa standing in regret. Our commissioner walks out of the office and heads for the CCTV room. She watches the feed from Peter's cell. Peter tries everything to free himself but can find no way out, from using his strength to move the bars a bit to punching the ceiling despite his injuries. Sighing, she walks over to a window and notices Steve and co. on the other building moving to enact their rescue mission. Elisa then gets out her phone and rings Jess.

Elisa: If you're gonna break him out, now's the time.

Sparrow: **Already doing it. You might wanna hold onto something.**

Cue a muffled explosion going off downstairs that shakes the entire building. Angela is outside and witnesses the explosion going off before she gets in her car. By the look on her face, she knows it's the holding cell. Every cop runs up/down to the cell block. Once they reach the room Peter is in, they are surprised to see Cap standing in the way as Sparrow and Uncanny Valley carry Peter out through the hole in the wall.

Angela: What the hell are you doing, Rogers?

Steve: We're taking Spider-Man. You want to stop us? Shoot us.

The heroes walk out of the building while Maza tells everyone to stand down. Angela shoots Maza a look before walking out of the room. Later at Steve's HQ, Peter is getting his wound stitched up by UV.

Spider-Man: You guys should not have come for me.

Uncanny Valley: But we're friends. Friends look out for each other, no matter what.

Sparrow: Whoever patched you up didn't do a good job.

Spider-Man: When I find out who did it, I'll point you in their direction. OW!

Uncanny Valley: Sorry, this is my first time doing this.

Spider-Man: This is the first time I'm getting it done.

Uncanny Valley: Oh, and Ava just woke up. She seems fine but she might have heard about your arrest.

Spider-Man: I hate to be her mom right now. OW!

Uncanny Valley: All done. I would recommend not moving that arm for a-.

Spider-Man: Thanks but that's not an option.

Cue Steve walking in with Black Widow and Falcon.

Falcon: This is Spider-Man? I thought he'd be taller.

Spider-Man: Ha ha, just throwing out the height jokes.

Black Widow: Kid, you look like crap right now. You need rest.

Spider-Man: What I need is to find Harry, Aunt May, and whoever else he has in his secret lair.

Falcon: Do you even know where to look for his lair, Kid?

Spider-Man: Not from up in the clouds, Harvey Birdman.

Steve: Peter! We can't let you walk out of here without a plan.

Spider-Man: Cap, I could walk out of here without taking a hit from any of you.

Cue a boomerang whacking Peter across the forehead and returning to the hand of Jess.

Sparrow: Care to rephrase that sentence, Pete?

Spider-Man: *sigh* He has my aunt, Steve. I can't just sit back knowing he has her out there soemwhere in the city.

Steve: I know and I want you to be ready for your next bout. Which is why I got you a teacher.

Just then, the office door opens and a man of Korean descent walks in wearing a red and black bodysuit. This is Shang-Chi, Master Of Kung-Fu.

Steve: Peter Parker, I would like you to meet Shang-Chi. Shang is one of the greatest fighters in the world and He has a way for you to fight without relying on your spider-sense.

Shang-Chi: Hello, Mr. Parker. We have a lot of work to do if we're to help you win this fight.

Peter looks in complete awe mixed with worry. He turns to his friends to see that they are looking at him with concern. Peter then looks to Cap, Nat, and Sam, who look at him as if to say it's time. Peter then looks to his newest mentor with confidence.

Spider-Man: When do we start?

We fade to Ava sitting up in her hospital bed, staring out the window. Angela enters.

Angela: Baby, you're awake!

They hug, but Ava wants to pull away.

Angela: Ava, is something-?

Ava: I know, Mom. I know you had him locked up. I want to know why.

Angela: I did it because he got you hurt.

Ava: Hobgoblin hurt me, not Peter. He has never done anything to hurt me all the time we fought together. Ever.

Angela: That monster knew who you were and tried to kill you in front of me! Or did you forget that while you slept?!

Ava: I'm fifteen, the daughter of one of the best cops in New York, and I knew the risks of being a hero with a secret identity. Arresting someone I care for does not help at all.

Angela: I do not understand why you love this boy! What is so special about Peter Parker? Huh?

Ava looks down. On the verge of tears, Angela squeezes the left hand of her daughter tight. Ava looks to her mother.

Angela: I lost your father to this life. I am not prepared to lose my youngest daughter as well.

Ava: [trying to smile] You won't lose me, Mom. I promise.

Just then, the wall with the window explodes and in steps Hobgoblin, who is wearing battle armour with an orange cloak hanging around his neck and a modified glider to support his weight.

Hobgoblin: You sssssssssshouldn't make promissssesss you can't keeeeeeeeeeep, Avaaaaaaaaaaa!

He then whacks Angela in through the door leading into the hallway, grabs Ava and takes off on the glider towards the skies. We cut to black.


	14. Preparation

We open with Angela drinking coffee in her kitchen. Elisa is with her despite the tension that has grown between the two of them. She is on the phone with Peter just as Angela begins to cry.

Elisa: Yeah, it's bad right now. I wouldn't think coming here would be a good idea.

Peter: **Agreed, my presence would only make things worse for both of us. Plus, it is my fault she's in this mess.**

Elisa: Kid, this is not your fault. Don't even think that. You couldn't know that Osborne was that thing.

Peter: **That's just it. I should have known but I just let my feelings cloud my judgement.**

Elisa: Well, that's what makes us human. 

Peter: **I'm gonna get back to my training. Keep me updated on her mood.**

Elisa: I will, Peter. Maza out. Oh, and good luck with your training.

Peter: **Thanks.**

Elisa hangs up and goes over to her friend.

Elisa: Ange, it'll be okay.

Angela: How do you know? Did Peter tell you he'd fix this?

Elisa: Actually, he did. He's gonna do everything he can to find your daughter and stop Osborne.

Angela: Does he honestly think he stands a chance against that thing Osborne has become?

Elisa: I don't know. I do know he's willing to try.

The two women share a hug, with tears running down Angela's face. We fade to Ava being placed into a containment tube by Hobgoblin.

Ava: Hobgoblin, what are you doing?

Hobgoblin: Patienccccccce, Ava. All quesssssssstionsssssssss will be anssssssswered. Ssssssssssoon assssssss I get two more friendsssssssssss.

Ava: Well, that's not ominous at all.

Hobgoblin: Parker issssssss rubbing off on youuuuu. I can sssssssee why you love him. How he reactsssssss to you and my plansssssss is another sssssssssssstory. [grinning] Let'ssssssss begin Phasssssssssse 2!

Harry presses a button and the containment tube begins to be flooded with a new serum called OZ-3, which is a combination of the OZ-2 Formula and the DNA of all memebers of The Manhattan Clan. Ava screams in pain as we smash cut to Peter yelling as he's flung across the training room of Cap's HQ. He is in the middle of fighting Firestar and Sparrow without using his spider-sense and it goes about as well as you'd expect. Before Sparrow lands a knock out punch, Shang-Chi walks in letting out a deafening whistle.

Shang-Chi: Enough. Sparrow, stand down. You too, Firestar.

The two girls back away from Peter and head for the changing room. Peter punches the ground, growling in anger.

Shang-Chi: Kid, you need to focus if you want to succeed.

Spider-Man: I am focused, Boss!

Shang-Chi: Clearly. Is that why you were about to have your lights knocked out?

Spider-Man: I had them right where I wanted them.

Shang-Chi: *sigh* I know you're hurting about this whole situation with this Hobgoblin but you need to understand that we're doing this for your own good. I've been in the same scenario when I was your age with my own family.

Spider-Man: Oh yeah, your family was a crime organization under The Kingpin.

Shang-Chi: Yes, and I've been trying to regain our honour since his empire crumbled. These feelings are natural but will hinder your progress if you let them control your actions.

Spider-Man: I want to go again.

Shang-Chi: No, that's it for tonight. You need to rest up.

Shang-Chi walks out of the room, leaving Peter by himself. Jocasta materializes beside Peter.

Jocasta: He is right, you know.

Spider-Man: Yeah, I just...

Jocasta: You're worried about your mother figure and your missing friend. I may not be an organic but I can understand these emotions. There is nothing wrong with worrying about family. Don't let them tell you differently.

Spider-Man thinks to himself as Jocasta disappears. We cut to the girls in the changing room.

Firestar: I'm kinda surprised Buckethead didn't show up for this.

Sparrow: He had other training to attend to in space.

Uncanny Valley: Jess, you were a bit hard on him out there.

Sparrow: I was going as easy on him as I could, UV. Besides, he needs this training just as much as the rest of us.

Firestar: We're not all like you and The Mayor, Jess. We don't feel the need to be the edgiest people to ever exist.

Uncanny Valley: Correct.

Sparrow: You taking her side?

Uncanny Valley: I'm not altogether on anybody's side because nobody is altogether on my side.

Sparrow: You really need to stop reading Tolkien.

Uncanny Valley: And you need to stop acting like you need to prove yourself to everyone.

Sparrow is about to counter that point when they all receive the same text message from Peter saying he is ready to try again. In the training room, the three girls are greeted by an unmasked and blindfolded Spider-Man.

Spider-Man: Ready for round five.

Firestar: You sure you don't have a death wish, Peter?

Spider-Man: Trust me, Angel. This will work.

Sparrow: Does Shang know about this?

Spider-Man: No, and we need to keep it that way. Especially you, UV.

Uncanny Valley: That would be against my protocols. I will gladly do this one thing because I wish to help you.

Peter gets into a stance as the girls circle around him. All Peter's focus is on his other senses. UV makes the first move by running up and firing several laser beams, which Peter dodges by tilting left and right. He counts two incoming punches and throws UV over his shoulders. Sparrow pulls out her boomerang and throws it at Peter, who catches it with one hand and tosses it back to it's owner. Sparrow then rushes him and throwing her boomerang again. Peter catches the boomerang and dodges/counters each attempted attack. He lands an uppercut that sends Jess into the air, and envelopes her in a semi cocoon of webbing.

Firestar: Okay, big guy. My turn!

Firestar throws fire ball after fire ball at the approaching hero, who jumps and dodges each ball before impact. He then stands before Angel.

Spider-Man: You missed.

Firetsar responds by trying to slap Peter but he catches her hand before she makes contact. He then removes the blindfold with his spare hand. Clapping can be heard as Cap walks in with Shang-Chi.

Steve: Very well done, Peter.

Shang-Chi: Agreed. Despite the fact you went against my order to rest.

Spider-Man: Shang-Chi, I appreciate the concern for my health but I can not rest knowing that my aunt and friend are out there being subjected to God knows what. I'm a superhero and it's up to a superhero to protect everyone from harm. Or in the words of my uncle, with great power comes great responsibility.

UV smiles at this moment as it seems that Peter is ready to be a superhero. Steve walks over to Peter and offers a handshake.

Steve: Congratulations, Spider-Man. Your training is complete. Question is what will you do now?

Spider-Man: Stop Harry, save the city, and find Aunt May and Ava.

Cue a fireball destroying the ceiling. Hobgoblin floats in on his glider, laughing as he enters and jumps to the ground.

Hobgoblin: Oh, Pete, I would really love to sssssssssee you try and ssssssssstop me.

Spider-Man: Where's Ava, Harry?!

Cue another goblin like monster with wings leaping down and roaring at Peter. It's Ava, as Peter notices the skin colour.

Goblin Ava: Sssssssssssssspeak of The Devil, and ssssssshe sssssssshall appear! Hey, Sssssssssspidey, like my new look?!

Spider-Man: What did you do, Harry?!

Hobgoblin: OZ-3 for the girl that loves you.

He then raises both arms and fires darts from his new gauntlets into the necks of everyone else except UV. Cue Cap and the rest transforming into Goblin Garygoyle hybrids seconds later.

Hobgoblin: OZ-3 for everyone!!! HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHA!!!!!

All Peter and UV can do is stare in horror as they are surrounded by their friends, mentors, and the now mutated Manhattan Clan, who have just arrived. We fade to black.


	15. Best Of Enemies Part 1

We open where we left off, with Peter and Uncanny Valley surrounded by Hobgoblin and his mutated army.

Spider-Man: UV, scan them.

Uncanny Valley: Already done before transformation. I have the data but we need to get outta here.

Spider-Man: Right!

Peter leaps for the ceiling but Ava tackles him and slams him into the ground. Peter kicks her off and regains his footing, while dodging Sparrow's boomerang. Black Widow and Falcon arrive, weapons drawn.

Falcon: What the hell?!

Goblin Steve: SAM! NAT! RUN!!!!

Too late, they get hit with OZ-3 darts and begin to muate. Peter runs up to attack Hobgoblin but gets attacked by Ava and Shang-Chi.

Spider-Man: Ava. Shang. I know you can understand me. You don't want to do this.

Goblin Ava: End of the line, Peter.

Ava lunges at Peter and raises her clawed hands to strike him down. Unforntunately, Uncanny Valley notices this, zooms in, and takes the hit for Peter. Uncanny hits the ground and shuts down as she gives Peter one last smile.

Spider-Man: UV!!!

???: NOOOOOOOOOOOOOOOOOOOO!!!

Cue Majestia zooming down from the sky and slamming the goblin army back with a thunderclap. She grabs Peter and UV's damaged body and zooms out of the crumbling hideout. Hobgoblin watches as his army begins to emerge from the rubble.

Goblin Ava: If I know Parker, he'll head to Xanatos for help and find a way to make us normal again.

Hobgoblin: Go, and delay their progress on a cure. Take your teammates with you.

Ava, Jess and Angel take to the skies and fly towards Xanatos Tower.

Hobgoblin: My brothers and sisters, rise and take this city in the name of our father! For Norman Osborne!!!

Harry's army roars the name of Osborne and charge/fly into the city to spread chaos. Arriving at XanaTronics, Peter and Majestia run in with UV'S damaged body.

Majestia: Can you fix her?

Xanatos: Of course, right away. What happened?

Spider-Man: [looking down] Harry happened. Him and a Goblin army.

Xanatos: What about Cap?

Spider-Man: David, it's everyone on Cap's team, my friends, and Goliath's clan. Harry has turned them all into Goblins.

David stares in shock as we cut to New York, which is mostly on fire. People run for their lives, the police are taken down without much of a fight, and most of the superheroes available get knocked around. At the hospital, Luke Cage and Iron Fist hold off some mutated civilians. Outside The Baxter Building, Ben and Johnny are fighting off The Manhattan Clan as nearby citizens evacute into the building.

Thing: There are too many of these wackos! Any ideas where they're from?

Human Torch: Something tells me they aren't World Of Warcraft players gone crazy! Just hold them back as long as you can, Big Guy!

Thing: Easier said than done, Matchstick!

Human Torch: Hey, Ben. In case we don't survive this...

Thing: [nodding] Feeling's mutual, Kid. If I'm goin' down, I'm goin' down puttin' ma fist in someone. IT'S CLOBBERIN' TIME!!!

Human Torch: Hell yeah! FLAME ON!!!

At Stark Tower, War Machine is fighting off the mutated versions of his fellow Avengers just as Tony arrives in his space armour. They blast away until Cap tackles Tony and rips the billionaire out of the armour. Before Cap kills Tony, he gets sucker punched by She-Hulk.

She-Hulk: Looks like you boys could use a hand.

Tony: Several, actually. JARVIS, active The Iron Legion!

JARVIS: Online and on the way, Sir.

Cue all of Tony's armour arriving to fend off Hobgoblin's army at various points in the city. Angela and Maza arrive outside Xanatos Tower as the situation seems to be dealt with. Jess lands in front of them before they can reach the door.

Goblin Sparrow: Going somewhere, ladies?

The two women pull out their guns and aim at Jess, who just snickers at that. Before Jess makes a move that she'll regret...

Jimmy Hudson: Hey, ugly! I'll provide more of a challenge than them!

Jess turns to see Jimmy Hudson, who unleashes his claws and slowly walks towards Jess. They fight, giving Angela and Maza an opening to enter the building. Inside the main lab, Peter hooks Uncanny Valley up to the mainframe. Majestia places a hand on her daughter's face. Peter leads her out of the lab so Morbius can work on the cure. They go to what was the main yard of Castle Wyvern.

Spider-Man: I am so sorry, Ma'am.

Majestia: I'm going back out there.

Xanatos: That would be unwise. It would be best to remain here until the cure can be made.

Majestia: There are other heroes out there that need my help, David.

Spider-Man: We have the formula needed to make an antidote. We just need the time to synthesize it.

Majestia: I'll give you all the time you need. And Spider-Man? Thank you for being there for my daughter.

Majestia flies back into the city to assist in the battle, leaving the two scientists to talk.

Spider-Man: I know what you're gonna ask, and all I can tell you is that it's a really long story.

Xanatos: I don't need to, Peter. Harry created an army out of our friends and allies with The OZ Formula.

Spider-Man: An advanced version of the formula made from OZ and the DNA of your Gargoyle friends.

Xanatos: Are they?

Spider-Man: Yeah. I'm sorry.

Xanatos: You couldn't have known.

Spider-Man: I should have, though.

Xanatos: We all make mistakes, Peter. But you have a chance to fix this before it escalates into a worldwide threat.

Morbius: [walking out to join them] I took a look at the formula and it is way too complex. It has far too many compounds to decipher.

Spider-Man: [deepening his voice] What do you mean Doctor?

Morbius: What I mean is I can't create an antidote without someone that knows the ins and outs of the original formula this is based on. I'm sorry, Spider-Man.

Spider-Man: And we can't ask Norman thanks to Scarlet Spider. There is only one other person that could help with the cure.

Xanatos: Who?

Spider-Man: If I told you, you wouldn't like or go along with it. You have to trust me on this.

Peter hears something in the air.

Spider-Man: [pushing Xanatos and Morbius] GET DOWN!!!

Cue an explosion going off behind them. Fire fills the area as Ava arrives with her sights set on Peter, and Firestar hovering beside her.

Goblin Ava: Hey, Spidey! You know all work and no play make Ava a dull girl!

Xanatos prepares to fight her but gets tackled by Firestar, who proceeds to beat Xanatos up. Peter decides to take Ava elsewhere.

Spider-Man: You wanna play, Ava? Let's play in my element!

Peter swings down the hallway with Ava giving chase. He makes it to an elevator shaft and leaps down it, heading towards the sub lab. He quickly gets out of sight after switching off all the lights as Ava arrives, sniffing the air. Using his new training, Peter takes a small opportunity to strike, dodge, and evade.

Goblin Ava: YOU CAN'T HIDE FROM ME, PETER!

Spider-Man: I won't fight you, Ava!

Goblin Ava: Then come out so I can take you to Hobgoblin! He wants to bring a new order to this city! First order is you at his feet, begging for the end!

Strike, dodge, evade.

Spider-Man: Harry has injected you with a serum that corrupts your mind, making you go against your moral compass!

Goblin Ava: You're lying just to confuse me!

Spider-Man: I have never lied to you, Ava! The only one that has lied is Harry!

Strike, dodge, evade. This goes on for a few more seconds before Ava finally has had enough.

Goblin Ava: I won't ask you again, Parker! COME OUT AND FACE ME!!!

Spider-Man: Fine! 

Peter leaps down from the ceiling and unmasks himself, walking towards a grinning Ava.

Peter: Ava, I know you're in there. Let me help you.

Goblin Ava: That girl is gone, Peter. And so are you!

She tries to slash his chest but Peter uses most of his strength to hold back her clawed fingers. The claws, however, are close enough to cut his skin, making Peter groan in pain.

Peter: Ava, please! You're my friend! I love you!

The claws are just inches away from Peter's heart as his strength begins to fade. She pulls them out as he says that last sentence, giving him time to regain his composure ever so slightly.

Goblin Ava: Face it, Peter! You're outmatched, and no more heroes will come to save your sexy ass! None that are strong enough to stop us!

Then Ava roars in pain due to a high pitched noise blaring that only she can hear. Peter drops to the ground, putting pressure on his wounds. The noise stops after ten seconds, then Ava and Peter look over to the side to be greeted by two familiar faces.

Scarlet Spider: Oh, I don't know. [unleashes his stingers] We can name a few.

Hummingbird: And by a few, we mean us!

We cut to black.


	16. Best Of Enemies Part 2

We resume where we left off from last time.

Peter: Kaine?!

Scarlet Spider: Sup, Punk? We'll talk after we deal with this first. Which reminds me. Babe, get the hell away from my brother.

Goblin Ava: What are you gonna do to make me, Scarlet?

Scarlet Spider: Me? Nothing. Her, on the other hand...

Hummingbird slowly walks up to Ava. Peter just stares in confusion.

Hummingbird: Ava Ayala, daughter of Hector Ayala and Angela del Toro. I can feel your spirit fighting this mutation but you will need help me so I can help you.

Goblin Ava: Who the hell do you think you are, Little Bird?

Hummingbird: Me? I am Maria Aracely Penalba, last descendant of the demigod known by The Aztecs as Huitzilopotchli. I am known as Hummingbird in honour of my heritage when I fight monsters. You are no monster. You are one of the best people to ever meet Peter Parker, son of Richard and Mary, nephew of Ben and May, and younger brother of Kaine and Teresa. You are strong, Ava Ayala, and you will overcome this.

Ava starts to try and resist Hummingbird's influence but that proves to be a huge mistake.

Hummingbird: I was hoping to avoid doing this but you give me no choice, Ava. [speaking through a voice of legion] RELIVE YOUR DEEPEST FEARS!!!

Ava then sees various images from her becoming a murderous animal to images of everyone she knows lying dead at her feet. Ava screams in fear and tries to hide as the images get bigger and closer. After a few minutes, Ava passes out. Hummingbird then turns to Peter and offers a handshake while speaking really fast.

Hummingbird: Hello, Peter. I'm Hummingbird a.k.a. Aracely, friend of your big brother. He thinks about you all the time, and I am a huge fan of everything you have done for New York after The Avengers broke up. It is a great pleasure to meet you because I am really bored of Texas. How are you?

Peter looks over to Kaine, who just mouths sorry.

Peter: I am fine, Aracely. How are you?

Hummingbird: Starving after talking to your girlfriend over there. Is there a kitchen anywhere in this building?

Peter: On the top floor but it's...

Hummingbird: It's not dangerous anymore. Kaine and I took care of Angel Jones a.k.a. Firestar once we got here and helped Wolverine's son deal with Jessica Keynes a.k.a. Sparrow down stairs. If you'll excuse me, I need to eat everything I see except for the people because I'm not that hungry. See you when you return. Bye now~!

With all that said, Hummingbird flies back up the elevator shaft.

Scarlet Spider: Sorry, she's quite the handfull.

Peter: [putting his mask back on] I have so many questions about her right now. They can wait until I get back.

Scarlet Spider: Get back? Where are you going?

Spider-Man: [crawling up to the ground floor] To The Raft to get a scientist that can end this crap!

Scarlet Spider: A scientist at The Raft? Who would that be?!

Peter reaches the ground floor and runs past Maza.

Spider-Man: Elisa, tell the staff over at The Raft to shut down the security measures in the vents. See you guys when I get back. Bye~!

Elisa and Angela share a look of confusion at that brief conversation. Later at The Raft, Peter crawls in through the vent shafts to reach the lower levels to retrieve his important scientist. Once he reaches Sub Level 4, he drops down out of the vent. He walks past the cells of Electro, Scorpion, Goblin, Sandman, and Rhino before he reaches the cell of...

Dr. Octopus: Ah, Spider-Man. Never a pleasure. What can I do for you?

Spider-Man: I think we both know why I'm here, Otto.

Dr. Octopus: Yes, Osborne Jr. He really is his father's son now that he's become Hobgoblin.

Spider-Man: What do you know about Harry?

Dr. Octopus: Only that he's Norman's son, and he had to see a therapist after his parents got a divorce. Didn't seem to help him much. Then again, he did create this Hobgoblin alias and tried to get revenge on you for putting his father in the cell next to mine.

Spider-Man: So this Hobgoblin is like a second personality. That explains Ava and the behaviour of the others.

Dr. Octopus: What are you prattling on about now?

Spider-Man: He's created a newer version of OZ, and has infected most of New York with it. It's only a matter of time before he rules the city.

Dr. Octopus: He's done what?! IS HE INSANE?!

Spider-Man: Yes, but that is not the Harry Osborne I know. Why are you so worried?

Dr. Octopus: Would you be surprised if I said my sister is in the city right now on her way o visit me?

Spider-Man: A little bit. So, talking out of my ass here, could you create a cure?

Dr. Octopus: Please, a mere child could have solved it in less than ten seconds before the serum could affect them.

Spider-Man: Good thing you're not a mere child. If I break you out, could you be able to mass produce a cure for the entire city?

Dr. Octopus: I would need a lab, a couple of assistants, and a dispersal unit with the range large enough to encompass the city. What's going on in your mind to make you even think I'd help you after our previous encounter?

Spider-Man: I'd convince Commissioner Maza to grant you a pardon for your crimes, only if you give up on the life of a criminal. Peter Parker told me that you're one of the smartest people to ever live. Was he wrong?

Otto contemplates this for a few seconds. 

Dr. Octopus: Very well, Spider-Man. You have a deal on one condition. That condition being your word that I won't go straight back to prison for helping you save every person in this city.

Spider-Man: Deal.

Peter rips the door off it's hinges, allowing Otto to stand before him. Otto considers murdering the hero but then he wouldn't get the chance to fully show his intellect to the world for stopping this pandemic.

Dr. Octopus: I'll need a volunteer that is muated into that 

They both leave after Peter takes a moment to glae at the comatose Goblin, who is in between his human and Goblin forms. Once they leave, however, Norman's fingers start to twitch slightly. Back at Xanatos Tower, Jess, Angel and Ava are placed in containment tubes by Kaine and Aracely. Angela arrives and gasps in shock at her daughter's currnet form.

Angela: Ava, what has he done to you?

Kaine: Miss, you need to step back. It isn't safe-.

Angela: Don't tell me what is or isn't safe where my daughter is concerned, Scarlet Spider!

Hummingbird: Angela del Toro, you need to calm down. This behaviour won't save Ava Ayala.

Dr. Octopus: The green one is correct.

Everyone jumps and gets into a defensive position. Maza and Angela aim their guns at the criminal doctor, Kaine unleashes his stingers, and Hummingbird begins to hover off the ground. Peter then stands between the opposing sides.

Spider-Man: WHOA! WHOA! Everyone, calm down!

Scarlet Spider: What the hell are you doing, Punk?!

Spider-Man: Otto is here to help develop a cure to OZ-3!

Elisa: What?!

Angela: You can't be serious! He's a criminal!

Dr. Octopus: Indeed, my good woman. I have made a deal with Spider-Man to save everyone in this cesspool of a city for a pardon for my crimes.

Angela: Go to hell, Octavius!

Hummingbird: His words are sincere. He is here to help us.

Spider-Man: Otto has worked on OZ before this shitshow began last year, and he's not gonna be able to fix this with a bullet bewtween his eye. I give you my word he will cure everyone in the city.

Silence soon follows. Maza and Angela puts away their guns, and Maza heads for the kitchen to get a large cup of coffee. Kaine stops before he follows the commissioner, with Aracely follwing close behind him.

Scarlet Spider: He tries anything and Hummingbird fries his brain. That's a promise, Little Bro.

Hummingbird: Trust me, I will do much more than fry his brain.

The two heroes leave, leaving only Otto, Peter, and Angela in the room.

Dr. Octopus: So, who goes first?

Spider-Man: Ava Ayala. She's the one that was infected first.

Dr. Octopus: Then we should act quickly before the damage to her system is unrepairable.

Otto goes over to the tube Ava is in and begins typing in several commands into the tube's system. Angela looks over to Peter and mouths the words thank you to him. Peter responds with a nod. Later, Morbius and Otto have a possible cure ready to inject into the tube's air system.

Angela: Wait, how do we know this won't kill my daughter?

Spider-Man: Um... Same question?

Dr. Octopus: Please, I am a doctor that understands each element on the periodic table a thousnad times more than a quack with a Ph.D. I know what I'm doing.

Morbius: I ran several tests, Ma'am. It will work.

Dr. Octopus: First, the tranquilizer.

Angela: WHAT?!

Dr. Octopus: It will only keep her fromwaking up and killing us all. If you have nothing important to ask, I suggest you leave this room and this work to the professionals.

Spider-Man watches Angela leave the room, not before she punches the part of the wall below the light switch. Peter walks over to Otto.

Spider-Man: Why are you tranquing her?

Dr. Octopus: We need to keep her stable otherwise it will cause the anti serum to not be as effective.

Spider-Man: No tricks, Otto. I'll know if you try anything on her.

Dr. Octopus: So protective of this girl, aren't we?

Spider-Man: Just. Cure. Her.

Knowing Spidey is dead serious on getting Ava cured, he just nods and motions Spider-Man towards the door. The door to the lab closes once Peter walks out. Angela is not very happy.

Angela: I don't like this one bit, Parker.

Spider-Man: I know but he's the only chance we have of stopping this. If it doesn't work, I'm willing to turn myself over to you and The NYPD for everything that has happened because of me over the last 13 months. If it does, you have your daughter back and I swear not to go anywhere near her again.

Angela doesn't say anything after that. They sit on the ground beside the door. Peter and Angela can only listen to Otto work and Ava roaring in anger and pain. It goes on for eight minutes before Otto and Morbius emerge.

Dr. Octopus: She is cured. You may see her now. Take it slow with the girl.

Spider-Man: Thank you, Otto.

Morbius: Now we can make a cure for everyone.

Dr. Octopus: Indeed, Morbius. Indeed.

Peter walks into the room as Ock and Morbius leave for the main lab. Ava, covered up with a huge lab coat, has curled up into a ball and is shaking. Peter sits beside her on the ground and takes off his mask.

Spider-Man: Ava, you good?

Ava: [breathing heavily] Yeah, I'll be fine in a New York minute. I couldn't stop-.

Ava notices the huge claw marks on Peter's chest and places her hand on them. After realising what she almost did, she covers her mouth in horror.

Ava: Oh my God! Peter, I am so sorry! 

Peter: It wasn't you, Ava.

Ava: I tried to stop but that serum...

Peter pulls her into a hug. Tears run down her face as she starts sobbing.

Peter: It's okay, Ava. It'll be okay.

He holds her for another minute before Angela approaches.

Angela: Ava?

Ava looks up to see her mother, trying her best to smile. Ava then gets up to hug her mother.

Ava: Mom. I am sorry. So very sorry.

Angela: I know, Little Cub. It's okay.

Peter looks down as they hug, still worried about his mother figure still out there. He stands up and begins to leave.

Angela: Peter? Thank you. I was wrong about you. You're definitely New York's best hero.

Ava: What are you gonna do now?

Peter: [heading for the door] Now, I need to end this.

Ava: Peter!

Just as Peter turns back around, Ava runs up to him and gives him a kiss on the cheek.

Ava: Be careful out there.

Peter: [smiling] I will.

Peter puts on his mask and leaves the mother and daughter by themselves. Ava smiles weakly to herself, making her mom take another opportunity to talk with her.

Angela: You never did answer me, y'know.

Ava: Hmm?

Angela: What is so special about Peter Parker?

Ava: Everything.

On the roof, Peter is greeted by Scarlet Spider, who leans on a wall with his arms crossed.

Scarlet Spider: Going somewhere, Punk?

Spider-Man: Kaine...

Scarlet Spider: No matter what you may try to say, I've already decided I'm going with you. She's my aunt too and I'll be damned if I sit this fight out.

Spider-Man: Thanks, I could use the back up.

Scarlet Spider: Let's stop the son of a bitch.

Peter and Kaine then swing off towards Roxxon Industries to end this once and for all while a mysterious cloaked figure watches them as we fade to black.


	17. Friends Till The End Part 1

We open with Otto and Morbius adding the final touches to the cure.

Dr. Octopus: And you're sure you got the right dosage?

Morbius: Of course, Doctor. I have two degrees in biochemistry and cellular research. I know what I'm doing.

Otto notices the vampire bat serum on Morbius' desk. Quietly, he uses one of his arms to grab the vampire bat serum and another to hold a syringe. He then puts some of the vampire bat serum into the syringe.

Dr. Octopus: Clearly, Morbius. Is the dispersal unit ready?

Morbius: Of course. Grady is preparing it on the roof. And the antidote is ready.

Otto then rams the syringe into Morbius' neck, and injects the entirety of his bat serum into the good doctor.

Dr. Octopus: All thanks to me. And you for a small portion of the process, Morbius.

Morbius: That bat serum was untested, Octavius! Why?!

Dr. Octopus: Simple. I refuse to share the glory. Dr. Octopus will be the savoiur of the city, and Dr. Octopus only. Farewell, Morbius.

Otto leaves and seals the lab as Morbius yells in pain as he starts to undergo a transformation into you know what. We cut to The Spider Bros arriving at Harry's penthouse. They quietly enter the place via the balchony and find the place deserted.

Scarlet Spider: This place is a lot emptier than I expected.

Spider-Man: You expected?

Scarlet Spider: Yeah, would you return to the most obvious place to hide if you were a crazy supervillain?

Spider-Man: One, no I wouldn't. Two, Harry isn't a supervillain. Crazy, but not a supervillain.

Scarlet Spider: Are you kidding me?! He threw you off a roof, stabbed your girlfriend, AND turned almost everyone in the city into monsters like him!

Spider-Man: Okay, Kaine, let's get one thing straight! Norman did something to Harry to make him the way he is now, and I am NOT going to give up on trying to find a way to save him! And, to hopefully change the topic, why does EVERYONE I KNOW think Ava and I are an item?!

Scarlet Spider: BECAUSE OF THE WAY YOU TWO ACT ALL THE TIME! IT'S SO BLOODY OBVIOUS YOU TWO MORE THAN LIKE EACH OTHER!

Spider-Man: THAT'S NOT TRUE AND YOU KNOW IT!

Scarlet Spider: IS IT?! I ACTED THE SAME WAY WITH ANNABELLE BEFORE TYING THE KNOT!

Spider-Man: THIS IS DIFFERENT!

Scarlet Spider: HOW SO?! HUH?! 

Spider-Man: WE'RE JUST FRIENDS, NOTHING MORE!

Scarlet Spider: *extreme big brother sigh* Y'know, Peter, you can say that as much as you want but we both know the truth. And the more you say that the two of you are "just friends", are you trying to convince the rest of us or yourself?

Peter then notices light coming from Harry's office. He walks in and is shocked to see Aunt May in a containment tube.

Scarlet Spider: Okay, what is it with this city's scientists and tubes?! Is it a fetish I don't know about?

Spider-Man: SSSSSSSSHHHHHHH!!! Let's see... Her vitals are normal and there's no trace of The OZ Formula anywhere.

Scarlet Spider: Then get her out of there.

Peter presses a button and the tube opens. May begins to regain consciousness.

Spider-Man: Mrs. Parker, are you alright?

Aunt May: I'm fine, Peter.

Spider-Man: _SHIT!!!_ Um, who's Peter? You must still be dazed from-.

Aunt May: Peter, cut the crap. I know it's you under that mask.

Peter and Kaine exchange a brief look before Peter takes off his mask.

Peter: How long have you known?

Aunt May: I wasn't sure at first during my run in with Punisher but you being here now confirmed my suspisions. Also, I heard your argument with Kaine, who has no indoor voice. You're lucky no one else is here, Young Man.

Scarlet Spider: Oops. Sorry about that.

Peter: May I am sorry. I have wanted to tell you about-.

Aunt May: We can have that talk once this is over with. Now, I believe you have a city to save?

Spider-Man: Uh, yeah. Kaine, can you stay with her?

Scarlet Spider: Sure, Punk. And Peter?

Spider-Man: Yeah?

Scarlet Spider: Sorry, and be careful out there.

Peter gives his big brother a small nod before leaving the penthouse. We fade over to Hobgoblin arriving at Roxxon HQ. Security arrives to take him down but Hobgoblin just throws fireballs at each guard, killing each and every one. Dario then walks out to greet the monster, with Morris Bench close behind him.

Dario: Greetings, Mr. Osborne. How can I help you?

Hobgoblin: Oh, that's simple. I want my dad's company back, Dario.

Dario: Hmm... Tempting, but I'll have to decline that offer.

Bench: Sir, we should get inside.

Dario: Relax, Morrie. I don't think Harry would harm an upstanding servant to the people. Would he?

Hobgoblin: Please save the false image, Dario. We both know it's a front for your illegal experiments and just something for the media to eat up.

Dario: Well, it has worked so far. How else were you able to access that "secret" lab outside the city?

Hobgoblin: What?

Dario: I own Oscorp and have access to your father's research data. Did you not think I knew about everything that big green bastard tried so hard to hide?

Hobgoblin: How?!

Dario: Why don't you ask your not-so-imaginary friend? Isn't that right, Shaw?

Hobgoblin turns to Shaw, who just grins and shrugs.

Shaw: What can I say? I like to play both sides as much as the next person.

Hobgoblin: You betrayed me?! Why, Shaw?!

Jason: Well, for one thing, my name isn't Shaw. It's Jason Macendale Jr. And for another, I have been looking for a way to avenge my parents after your father murdered them once he started to gain better control of his new power. Consider everything that you have ever done before all of this and turning you into a monster just like your father as my revenge. 

Hobgoblin is now fully cheesed off. He grabs Jason by the head and burns his entire head off. Harry then turns his sights on Dario.

Dario: Please, Harry, you should be thankful. You're just like you dad, which is what you have always wanted.

Hobgoblin: Then let's make the comparison a reality!!!

Harry lunges at Dario, ready to burn his face off, but gets punched away by a giant hand made of water. The owner of the watery hand is revealed to be Bench.

Dario: Oh, I almost forgot about that little detail. Hobgoblin, meet Hydro-Man.

Hydro-Man: Sorry, Mr. Osborne, but I can't let you kill my boss.

Harry roars and charges, beginning a brief fight with Hydro-Man which ends up being one sided. It ends with Harry down on his knees and Hydro-Man ready to kill.

Dario: Hold!

Bench stops and moves away from Harry. Harry then quietly asks something Dario can't make out.

Dario: What? 

Hobgoblin: [Harry's persona taking control again] Why?

Dario: Why? I didn't do anything, kid. It was all mostly you. Don't you remember?

Harry shakes his head.

Dario: Cellar Door.

Harry screams in pain as he remembers everything as we fade to a flashback.

THREE WEEKS AGO

We see Harry don his other persona for the first time.

Hobgoblin: The Goblin is no more. In his stead stands... THE HOBGOBLIN!!!

Shaw: Right. Now, what do we do about his allies?

Hobgoblin: If I recall, our father fought those winged creatures that hang around Xanatos Tower. Take them out, and Spider-Man & His Amazing Friends fall over like dominos. Then, when the time is right, I will murder Peter Parker

He then hears a gasp and turns to look at the door. Harry zooms over and pulls out Ned.

Hobgoblin: WHO ARE YOU?!

Ned: Please, don't kill me! I was only looking for Harry Osborne!

Hobgoblin: You're looking at him. The real him. Now, let's put you out of your misery.

Harry begins choking Ned to death. Ned passes out just as Shaw yells at Harry to stop.

Shaw: He could have his uses, Hobgoblin. Say for example, Peter finds out who you are under that serum and goes to confront you. You will need a decoy to throw him off the scent and keep you in the clear for a while. That sound good?

Hobgoblin: Yessssss. Good idea. Lock this one up until the time is right. In the meantime, I have monsters to hunt!

Harry takes to the skies as the flashback ends.

PRESENT DAY

Harry: Oh my God. What have I done?

Dario: Aw, don't look so sad, Harry. Just know that everything you have done will be put to good use for my superiors in The Cabal. And maybe sell one or two of those OZ serums to the likes of HYDRA for good measure.

Harry: You won't get away with this, Agger!

Dario: I won't? Harry, I already have and you won't be able to tell anyone about this. Oh, that reminds me. Cellar Door!

Harry roars in pain as his Hobgoblin persona takes control again. Dario grins in victory, but...

Spider-Man: I did not expect Roxxon to be willing to sell biological weapons to Nazis. This night is just full of surprises.

Dario: YOU!

Dario: Hydro-Man, kill him!

Hydro-Man: You are willingly going to work with HYDRA?! That's not what I signed up for! Screw this, I'm outta here!

Hydro-Man takes off, leaving Dario and Harry at the mercy of Spider-Man.

Dario: *evil groan of annoyance* Well, if you want something do right...

Dario stomps his left foot into the ground and transforms into his deadlier alter ego called...

Minotaur: DO IT YOURSELF!!!

Spider-Man: O_O Holy shit.

Peter swing kicks Minotaur in the face and Hobgoblin zooms up to slash at Peter, who narrowly dodges the blade. The two monsters try their best to land a hit but our hero is using his new training to avoid and counterattack each time an opportunity presents itself. Finally, they back him into a corner and attempt to slam him into the ground, but Peter dodges. Unforntunately, huge amounts of debris start falling towards a family of five.

Spider-Man: NO!!!

Peter leaps to the edge to fire multiple web lines to catch the debris, swinging them away from the family's hiding spot, and then feels something stab him in the back, revealed to be Minotaur ramming his horns into him. Minotaur removes his horns from Peter's back and kicks him off the roof. Peter falls to his death. He hits the ground hard. He feels his vision start to fade as he thinks about all the lives he failed to save. Then Hobgoblin lands beside Peter and grabs him. He flies back towards the roof as we see the mysterious figure from the previous episode/chapter watch this unfold. The figure removes the hood to reveal himself to be...

Eddie: Looks like I have to save your ass one last time, Bro.

Sy'kina: _You know we don't agree with this._

Eddie: I know. But we're doing it whether you like it or not.

Sy'kina: _Fine, but only to rub it in his face._

Eddie then fully transforms into Venom and roars towards the skies. We cut to black.


	18. Friends Till The End Part 2

We open with Otto arriving on the roof with tree tubes of the cure in hand. Two of his arms inject two of the vials into the tubes containing Jess and Angel, curing the two heroines. Otto approaches the dispersal unit.

Grady: Dr. Octavius, the unit is ready for use.

Dr. Octopus: Thank you, young man. I can take it from here.

Elisa: [cocking her gun] Nice try, Doctor.

Otto turns to see Xanatos (in his Crimson Gargoyle Armour), Angela del Toro, Elisa Maza, Hummingbird, Owen Burnett, Anya, Jimmy Hudson, and a newly rebuilt Uncanny Valley.

Jimmy: I think it'd be a good idea to move outta the line of fire, kid.

Grady then backs away slowly.

Dr. Octopus: Xanatos, what is the meaning of this? We have a city to save.

Angela: I knew Spider-Man was wrong to trust you.

Dr. Octopus: What are you talking about?

Xanatos: Where's Michael?

Dr. Octopus: Oh, he's in the lab testing a new serum.

Hummingbird: That you injected into him, Otto Octavius.

Dr. Octopus: I have no idea what you mean, little girl.

Hummingbird: Oh, I think you do.

Cue Hummingbird forcing Otto to relive what he did to Morbius, and a couple of childhood memories for good measure. Otto breathes heavily after experiencing some memories of his time with his father.

Hummingbird: Word of advice? Don't lie to a telepath.

Dr. Octopus: Duly noted. Do that again and I will refuse to give you the cure.

Then, a web line pulls the cure out of Octavius' hand and flies towards the hand of...

Scarlet Spider: Oh, you mean this?

Ava: Mrs. Parker!

Ava runs over to help May over to a sofa. Angela aims her gun at Otto, Kaine unleashes his stingers, and Uncanny Valley takes the cure, putting it into the dispersal unit.

Uncanny Valley: Device armed and good to go. Activating now.

UV presses the big button and the cure shoots into the air, exploding to form a cloud over the city. Harry's army look up at the sky to see red snow flakes descend from the sky. Each flake touches an invected hero/civilian/Gargoyle, causing them to change back into who they were before. In the church tower, The Grey Goblin looks out and lets a flake touch his skin. He changes back in Mendal Stromm, who lets out a cry of relief. While his captors are distracted, Otto takes this opportunity to flee the scene before he can get arrested again. We fade to Peter strapped to a table as Dario takes another sample of his blood.

Dario: Wakey wakey, Spider-Man. Or do you prefer Peter Parker?

Peter realises his mask is off again.

Dario: Do not worry about a thing, Peter. I have no intention of telling everyone your secret. Yet. So long as you don't prevoke me.

Peter: What are you?

Dario: Well, I decided that I'd take a few samples of your blood before killing you to see what's so special about you. Oh, would you look at that. You have a bit of The OZ Formula in you too. So why aren't you a hulking goblin monster?

Peter: Like I'd tell a Nazi weapon supplier.

Dario: The Nazis are long dead, Peter.

Peter: That may be but their dark legacy lives on through HYDRA. As long as HYDRA still exists to threaten us, they will never be truly dead. And you're no better than them.

Dario just nods... before ramming a knife into Peter's left hip, causing Peter to cry out in pain.

Dario: Never compare me to them ever again, you wall crawling freak!

The "good" businessman then grabs a case full of Peter's blood and heads for the door.

Dario: Don't worry, Mr. Parker, I'll make sure there will be a Spider-Man to continue your legacy. If you'll excuse me, I have business to attend to.

Peter: With whoever is in charge of The Cabal?

Dario: ... And you now know too much. Hobgoblin, kill him.

Dario closes the door and Hobgoblin approaches Peter, raising his sword towards his chest.

Hobgoblin: Any last words, Peter?

Peter doesn't respond at first, due to the effects of his wounds catching up to him, but then his spider-sense goes into maximum overload, making him yell in pain.

Hobgoblin: Why are you yelling? I haven't killed you yet.

Then, a massive black tendril shoots over and swats Harry through a nearby wall. Peter stands back up, despite his head trying to split open. Harry emerges from the hole in the wall, glaring at the new challenger.

Hobgoblin: You.

Venom: Sorry about that, Osborne. He's yelling because of us.

Peter: Eddie?!

Venom: Surprised to see us?

Peter: A little bit.

Venom then shoots a tendril that latches onto Peter, which then begins to close up his wounds and bring the young hero back to full strength. The pain caused by his spider-sense overload makes Peter black out. Inside Peter's head, Peter stands before a pissed off Sy'kina. Sy'kina's human form in the mind scape has changed a lot since Peter last saw her. Her face is badly damaged on the left side while hair hair covers her right, her teeth have changed from that of a normal person to that of Venom's fangs, and her dress is still badly torn which exposes her belly.

Peter: Hey, it's been a while.

Sy'kina: You can thank Eddie for convincing us to save you but we know you don't deserve it.

Peter: Listen, I know you won't ever forgive me but right now we need to set those feelings aside for the greater good. Eddie is a good guy and, if you let him, he can show you what it's like to be on the side of good.

Sy'kina: We were good once, when bonded to you. That part died when you rejected us.

Peter: I don't think that's true. I hope Eddie can prove that to you if you let him.

Sy'kina gives Peter a look that looks like a mixture of confusion and hope.

Sy'kina: We will do our best to let him.

Peter: Thank you. Oh, and tell Eddie I forgive him for the things he did to me.

Sy'kina: We will think about it, Peter.

Suddenly, we are back in the real world as Peter regains consciousness. He looks to see Venom try to gain the upper hand on Hobgoblin but to little success. The spider-sense overload comes back put Peter quiets his mind of all pain and closes his eyes. He breaks free from the table and rushes towards Hobgoblin. As Hobgoblin prepares to kill Venom, Peter pushes Venom out of the way and catch the blade with the palms of his hands. Peter then uses his strength to break the sword and punch Hobgoblin in the face with an uppercut, followed by a round house kick.

Hobgoblin: You'll pay for that, Peter!

Peter stands at the ready and prepares for one last fight with his best friend, with Venom standing by his side. They all charge at each other, yelling as they do so, and collide into each other. Peter dodges attacks from both sides and gets in a few good hits at Hobgoblin, Venom uses punches that would kill a normal man, and Hobgoblin tries to counter each one to no avail. The two spider themed boys push Hobgoblin into a wall and get ready for one last attack. Unfortunately, Harry has one last trick. He starts laughing loudly that it starts to cause Venom pain. Peter covers his ears to keep out the noise. Hobgoblin then walks up and rams Peter into the ground. The villain proceeds to give his friend a beatdown.

Hobgoblin: And now, to end this once and for all, Peter.

Harry then lifts Peter by the throat and leap through each floor of The Roxxon Building that they reach the roof. Harry throws Peter, who passes out due to Harry choking him, onto the roof with a slam. Harry sneers as he lands, and prepares a fireball to kill Peter. Then the fireball extinguishes itself. Harry looks to his hand in confusion before looking up into the sky to see the red snow flakes. This is when the cure begins to affect him, causing Hobgoblin to roar in pain as he slowly and painfully changes back into Harry Osborne. Harry drops down, unconscious, as Peter comes around. Venom arrives with Peter's mask just as the building begins to show signs of crumbling into pieces.

Venom: We think you'll need this, Bro.

Peter quickly puts in on and grabs Harry. Venom and Peter leap of the roof as it comes down. In a helicopter far away from the city, Dario glares at his building crumbling down and then gets out his phone to ring someone named Doom. We cut back to Peter and Venom. They both land on their feet once they reach the ground. A huge lump of debris begins to fall towards them. Peter, noticing it, leaps up and kicks it away towards an empty school bus. He lands beside Venom, who prepares to leave.

Spider-Man: Eddie, wait. We can work this out. I can convince Cap and the others you helped save the day.

Venom: We appreciate that but no thank you. You know they'll lock us up without a second thought if we stay.

Spider-Man: There's no other way I can convince you?

Venom: Not unless you give us a huge amount of chocolate cake.

Spider-Man: I don't think I have any lying around the house, unfortunately.

Venom: *chuckle* Goodbye, Peter.

Spider-Man: Until we meet again, Eddie.

With that said, Venom fires a tendril and takes his leave. Harry slowly begins to wake up, causing Peter to worry slightly. The first thing Harry says, however, surprises Peter.

Harry: Dad? Is that you?

Harry opens his eyes to see Spider-Man.

Harry: Ugh, Spider-Man? Where am I?

Spider-Man: What do you mean? We're just outside Roxxon, Harry.

Harry: We are. Why am I here and not at home? What happened?

Peter looks at his friend in confusion.

Spider-Man: [confused] You don't remember?

Harry: No, I don't remember anything.

Despite the mask, Peter's eyes start to widen. Harry looks at the hero in slight worry.

Harry: Spider-Man, please tell me. What happened?

Spider-Man: Look around, Mr. Osborne.

Harry looks at the destruction and chaos he wrought on New York.

Harry: I don't understand. How did this happen?

Peter then realises Harry isn't faking his amnesia. He truly doesn't know what he did as Hobgoblin or that Peter is Spider-Man.

Spider-Man: I know this is hard to believe but you did this, Harry.

Harry: What? I-I-I couldn't have. I would never do this kind of thing. This doesn't make sense.

Spider-Man: [hearing the police sirens in the distance approaching] I know, Harry, but I'll make sure someone helps you get through this.

The police arrive, led by Jefferson Davis and Matt Bluestone.

Matt: Spider-Man, get down on the ground now! You are under arrest!

Just then Angela arrives.

Angela: HOLD YOUR FIRE, MATT!

Matt: Captain, what the hell is going on?

Angela: I am letting a hero go to do his job. Spider-Man helped save the city from Hobgoblin. He is free to go.

Peter and Angela exchange a look. Angela smiles at him, and he smiles at her (despite the mask covering his face not allowing her to see it). Peter swings off into the night as the police and Angela approach Harry, who is just stares at everything around him in fear. We cut to black.


	19. Rebuilding & Reconciling

We open with Peter and Kaine having one more chat before Kaine heads home.

Kaine: You sure I can't convince you to let me stand in for you for a week or two?

Peter: Thanks but I think I can manage. Plus, I don't want people to think I have mood swings every month or so.

Kaine: Oh, come on! I would be a perfect Spider-Man!

Aracely: No, he wouldn't. I can see what he might do and it won't be pretty to see.

Kaine: Aracely, what did I say about poking around in my brain?!

Aracely: There isn't much to poke around. And don't even think about saying the F word to me.

Kaine: ... I wasn't thinking that.

Aracely: Yes, you were.

Kaine: See what I put up with now? I blame you for this, Punk.

Peter: Sure you do. Stay safe.

Kaine: You too, little brother.

They both share a hug before Kaine heads on home. Aracely gives Peter a wave as the two Texans drive for home on Kaine's motorbike. Later in The Parker Home, Peter and Aunt May sit awkwardly in the living room.

Aunt May: Peter...

Peter: How long have you known? For real, May?

Aunt May: For real? The night after Ben's death. I didn't want to say anything until you did.

Peter: All this time, I've been hiding this from you and you could've said. Why?

Aunt May: Like I said, I was waiting for you to pick the right time to tell me. Peter, I'm not mad at you for keeping this from me.

Peter: What? You're not even a little mad?

Aunt May: I mean I should be mad that you've continued to lie to my face about your whereabouts 24/7 but I have seen the way you save people on the news. Not only that, the people you save are glad you're out there doing whatever you can to keep them safe. You have given them hope in a world that would take it away from them.

Peter: Well, I did have the best role models growing up. Cap, Einstein, you, and Uncle Ben.

Aunt May: I'm just glad that you're doing this in Ben's memory.

Peter: I know he'd be proud of me.

Aunt May: He is, and so am I.

They share a hug as we fade to black. At Jess' home, Jess sits on her bed in deep thought. All she can think about are her actions during The Hobgoblin Attack. She hears a knock on her door and looks up to see her mother.

Barbara: Mind if I come in?

Jess gives her a nod. Barb sits close with a tiny box in her hand.

Barbara: Listen, Jess...

Jess: I'm sorry, Mom. I was out of line when I mentioned Dad, blaming you for what happened to him.

Barbara: I know you didn't mean it. And me yelling at you didn't help things either.

Jess: Even though that is your job.

Barbara: Speaking of your father, here.

Barbara gives Jess the tiny box. Jess opens it to see a talon pendant of an Eagle.

Jess: What is this?

Barbara: I never got a chance to ask him. All he said was he wanted you to have it when you were old enough. I guess now's the time.

Jess puts it on... and a tiny creature based on an eagle appears out of it.

Jess: Whoa!

Liiri: Greetings, Fledgling. I am Liiri, Kwami of Freedom and you have a strong resemblance to one of my previous owners. I believe his name was Derek Keynes.

Jess gasps in shock hearing her dad's name for the first time in forever. A tear runs down the left side of her face.

Jess: I... I'm his daughter.

Liiri: Yes, that would make sense. Hello, Miss Barbara.

Barbara: Hello, Liiri. I think I'll let you two have some time to yourselves.

Jess gives er mom a nod and a smile before she is left alone with Liiri. We fade to Peter arriving at Xanatos Tower the next day for work. He looks at the tower then sighs.

???: Hello, Mr. Parker.

Peter turns to see Fox stepping out of a taxi with Alex. Alex gives Peter a nod before heading on into the building.

Peter: Mrs. Xanatos, hey! I didn't know you were back.

Fox: Only just arrived early this morning. I saw on the news that the city went to hell for a brief period. I'm just sorry I wasn't here to be of assistance.

Peter: Yeah, we could've used you.

Fox: Still, I heard Spider-Man kept the city and my husband safe.

She then winks at Peter.

Peter: Uh, yeah! Absolutely.

Fox: Oh, I shouldn't keep you from your work. See you around.

Peter: Sure, Ma'am.

Peter then heads on in. Later on, he just finishes the final specifications on ECHO before retiring for the day. Xanatos walks in.

Xanatos: Peter, good to see you.

Peter: David, is something up?

Xanatos: Just wanted to check on things. How's your aunt?

Peter: She's good, and totally okay with the other thing in my life. Well, as long as I don't show up dead on her doorstep. And Kaine decided to head back to Texas with Aracely.

Xanatos: I'm shocked he didn't offer to take over your role as hero of the city for a while. Give you a break.

Peter: Oh, he did but I didn't want to keep him from his life back in Houston.

Xanatos: Hmm...

Peter: Something wrong, sir?

Xanatos: No, Peter. You just remind me more of your father with each new day. I said it before and I'll say it again. It's good to have another Parker working here.

Peter: Thank you, David.

Just then, Peter receives a text from Ava.It tells him to meet her on the roof. On the roof of Xanatos Tower, Ava rests on a bench and stares at the sky.

Peter: You called, milady?

Ava: Really?

Peter: What? It's a classic line.

Ava lets out a small chuckle before standing up to meet Peter.

Ava: Listen, I just want to say thank you for everything you did during these last few days. And...

Ava then pulls him in for a hug. While she hugs him, Peter can here her purring like a cat. Peter also hugs her back before sitting down on the bench with her.

Peter: You're welcome, Ava. We've come a long way, haven't we?

Ava: Hard to believe it's been ten months since we met.

Peter: Time sure does fly.

Ava: True. How are you coping with the Harry situation?

Peter: I've been better. But at least he can get help now without his father hanging over him. And how are you coping with your situation?

Ava: I had a few nightmares about what I did to you. I lost a couple of hours sleep because of it.

Peter: You'll get through it, Ava. You're one of the strongest people I know.

Ava gives him a smile before getting back to business.

Ava: Peter there's another reason I'm here. Cap told me he wanted to see you at the base.

Peter: But wasn't the base destroyed?

Ava: Wait, did you forget we had a sub level?

Peter: ... Maybe?

Ava tackles him and they roll around on the ground laughing before we fade to Peter arriving in the sub level of Cap's base. He walks by Sam, Nat, and Shang-Chi. Jocasta's hologram form appears before Peter.

Jocasta: Welcome back, Peter. How are you today?

Peter: Good so far, Jo. Is Cap here?

Jocasta: In his office with Mr. Stark. They're expecting you.

Peter heads on into the office and sees Tony getting up to greet him.

Tony: So this is Spider-Man, Hero Of New York. Nice to meet ya, kid.

Peter: Hello, Mr. Stark.

Tony: Call me Tony, kid. Steve, you weren't kidding when you said he was on the young side.

Steve: Tony...

Tony: Hard to believe one of the newest heroes is a twelve year old.

Peter: I'm fifteen, actually.

Tony: Not important. Now, kid, Steve and I have something big to tell you.

Steve: You done?

Tony: Hmm? Oh yeah, I'm finished now, Steve. Carry on.

Steve: Peter, while I don't remember much of what happened last night, I have been told that you really stepped up to save everyone in the city. For that, I say thank you and good job.

Peter: Thank you, but I don't deserve all the credit.

Steve: I know, but everyone else told me otherwise. Ava, Kaine, David, and the rest of your friends. Even Eddie Brock left a message saying what you did.

Tony: And that's not even the best part. You ready for it?

Steve presses a button and a small card emerges from his desk. He gives the card to Peter, which is revealed to be an Avengers ID Card.

Steve: With all that praise, that convinced me that, when things eventually get back to normal in the world, you are ready for the next step. So I am offering you a chance to join The Avengers as a full time member. What do you say, Peter?

Peter stares at the Avengers ID card in his hand with a huge smile on his face. He then thinks about what happened lately and hands it back to Steve.

Peter: Thank you for the offer, Steve, but I can't accept this. I mean, I do want to join The Avengers when it's back up and running but my actions led to New York almost getting destroyed, not to mention that a supervillain is now free to do whatever he wants now that he escaped thanks to me. I'm sorry but I'll have to say no.

Tony: Did you just turn down Cap? I'm speechless right now.

Steve: Are you sure?

Peter: Absolutely.

Steve: Then I'll hold onto this until you're ready.

Peter: Thank you. I should head on to the hospital because there's someone I need to talk to.

Steve: Okay, kid. And Peter?

Peter stops at the door and looks back at Steve, who salutes him.

Steve: Good luck out there, solider.

Peter returns a salute with a smile before heading out of the room.

Steve: Told you he would say no.

Tony: Yeah, I still can't believe he said no.

Steve: And I still can't believe you bet me a million dollars he'd say yes.

We cut to Peter in costume arriving at the hospital. He sticks close to a window and looks in to see Flash's progress. He sees Sha Shan try to help Flash walk again and they stumble a bit. He can't tell what they're saying but he sees them laugh whenever they finish.

Spider-Man: Good job, Eugene.

Peter swings for home as Flash and Sha Shan look into each other's eyes. We fade to The Parker Home. Aunt May is in the kitchen preparing dinner when the phone rings. She walks over and answers it.

Aunt May: Hello, Parker Residence.  
  
???: **Hello, Mrs. Parker, is Peter home?**  
  
Aunt May: Not at the moment. Who is this?  
  
Gwen: **It's Gwen, and I wanted to speak to him about something if that was alright.**  
  
Aunt May: Okay, Gwen, he just came in through the door. Hang on a second. Peter, a special someone is wanting to speak with you. Good luck.  
  
Peter takes the phone, confused at May's comment. He heads up to his room to have this call in private. Once he's in his room, he puts the phone on speaker.  
  
Peter: Hello?  
  
Gwen: **Hi, P. Can we talk?**  
  
Peter: _Gwen?_ Uh, sure.  
  
Gwen: **First, I just want to say I'm sorry. About everything I said before I left.**  
  
Peter: It was my fault, Gwen. I should be the one saying sorry. **  
**  
Gwen: **And I forgive you for it. And second thing I want to say is... I would be willing to try this boyfriend/girlfriend thing one more time, if you want.**   
  
Peter: Uh, yes. That would be great. I promise there will be no secrets this time. Scouts honour! **  
**  
Peter does The Boy Scouts' salute.  
  
Gwen: [laughing] **Okay, Clark Kent.**

Unbeknownst to Peter, Ava is listening in via the bedroom window while waiting on the roof. She sighs in sadness but decides to let Peter be happy that he made up with Gwen. The following evening, Peter is in his costume overlooking the city at the top of The Empire State Building. He is soon join by Ava, Jess (who is now in her Eagle costume), Uncanny Valley, and Angel.

Spider-Man: Guys, I thought you had training.

Eagle: We did, but we skipped out on it.

Uncanny Valley: Besides, we went through a lot together these past four weeks.

Firestar: Not to mention we think we learned everything we could from Cap and the others.

White Tiger: What we mean to say is we'd rather go on patrol with you tonight. What do you think, Spider-Man?

Spider-Man: Thanks, I could use the company. Jess, is that a new suit?

Eagle: Yup, and superpowers to go with it. Thank you, Dad.

Peter nods in approval for a few seconds. Then, all five heroes swing/fly off to fight crime as sirens can be heard in the distance. We cut to black.

**Notes for the Chapter:**

> The end.


	20. Epilogue: The Living Vampire

We open in a dark alley way as a group of crooks run down it to avoid the police.

Crook 1: Have to say, that was too close for comfort.

Crook 2: Shut it, Rob.

Crook 3: Both of you shut it! The cops might not have found us yet but they will if you don't lower your voices. Melanie, help me count the goods. Rob, stand watch for any cops.

Crook 2: Sure, Laura. 

Crook 1: Right.

Suddenly, the sound of broken glass and a mouse getting killed can be heard.

Crook 1: Hey, you guys hear that?

Crook 2: Probably just a cat.

Crook 3: We can't take that chance.

Crooks 2 & 3 take the lead with Crook 1 watching their backs. After searching, they come across a guy in a long coat, who is shivering like mad.

Crook 3: Hey, Mister, you okay?

The guy in the coat slowly stands up to reveal himself as Michael Morbius, only his skin has turned completely white, his eyes are now red like blood, and his canines have gotten longer and sharper. He stares at the three crooks as blood runs down from his mouth.

Morbius: I need blood...

Morbius then leaps towards the crooks. The only thing we hear are the sounds of Crooks 2 & 3 screaming before everything goes silent as we cut to Crook 1 running out of the alleyway and running into two cops. Crook 1 is covered in blood and faints in front of the two cops who look at each other in confusion. We cut to black.

**Notes for the Chapter:**

> Spider-Man will return.


End file.
